Inverness Graham Investments Inc

Item 5: Fees and Compensation

          Management Fees

        We are compensated for our investment advisory services based on a percentage of
committed capital or invested capital. Generally, each Fund pays a management fee based on
committed capital during its investment period and thereafter pays Inverness Graham a
management fee based on invested capital. The general partner of the applicable Fund negotiates
the rate with investors in each Fund at the time such Fund is established. We are entitled to collect
management fees from the Funds on a semi-annual basis pursuant to the applicable Management
Agreement. As described below, the management fee will be offset in connection with the receipt
by Inverness Graham or its affiliates of various fees paid by actual or prospective portfolio
companies as governed by the provisions of each limited partner agreement. The general partner
of each Fund, in its sole discretion, is permitted to waive the management fee of the applicable
Fund with respect to some or all of the investors in the Fund (including in connection with
investments in the applicable Fund made by the general partner of the Fund or its affiliates). In
connection with any new investment vehicles, we are permitted to offer early-stage investors
favorable terms such as reduced management fees for stated periods of time, varying levels of
carried interest determination, and other terms that could vary from the terms offered to subsequent
investors. In addition, we currently incur costs associated with engaging placement agents in
connection with the formation of new investment vehicles.

        Historically, the Funds’ limited partnership agreements stated that management and other
fees payable to the Firm by a portfolio company will result in a reduction to the Fund level 2%
management fee that each investors incurs equal to 80% of the Fund’s allocable share of such fee.
For the Green Light Fund and IGI V, such fee reduction is equal to 100% of the Fund’s allocable
portion of such fee. For the Green Light Fund and IGI V, a management fee reduction related to
placement agent fees was recognized during the year ended December 31, 2025.

        Management fees are payable semiannually on the 15th day of the period. If the Advisory
Agreement is terminated before the end of the applicable period, management fees will be charged
on a pro-rata basis through the date of termination, and any fees paid in advance but not earned
will be refunded.

          Fund Expenses

        The Funds bear all expenses and costs which are incidental or related to the maintenance
of the Fund as governed by the provisions of the applicable Limited Partnership Agreement and
Private Placement Memorandum. Such fees, liabilities, expenses, and costs which the Fund incurs
include, as detailed in the operating and offering documents of each fund, the following:

    (i)      all fees, costs and out-of-pocket expenses and liabilities associated with the sourcing,
             evaluation, acquisition, holding, development, management, monitoring, and

         disposition of investments or prospective investments (including expenses incurred in
         relation to prospective investments prior to the Fund’s initial closing date) and follow-
         on investments including, without limitation, (A) legal, accounting, consulting,
         investment banking, environmental evaluation and other professional costs, including
         those provided by affiliates of Inverness Graham or the Fund’s general partner; (B)
         travel (including commercial airfare (business and first class), private or chartered air
         travel, which has historically been infrequent, ground transportation, lodging,
         accommodation, meal and entertainment costs); (C) engaging third-party firms to
         assist in identifying prospective investments and travel (including airfare),
         accommodation, meal, entertainment and other expenses related to attendance of
         industry conferences and similar networking events; (D) private placement fees,
         syndication fees, bank charges, depository fees, appraisal fees and taxes, underwriting
         commissions and discounts, brokerage fees, sales commissions, finder’s fees, closing
         and execution costs, costs of consultants and the Fund’s allocable portion of costs of
         information subscription services; (E) fees, costs and expenses associated with
         financing, refinancing, pledging or disposition of or proposed financing, refinancing,
         pledging or disposition of all or any portion of investments and (F) fees, costs and
         expenses related to structuring and maintaining investment vehicles, including the
         organization and operation of any alternative investment vehicle (“AIV”) or any
         vehicle through which the Fund directly or indirectly participates in investments;
(ii)     principal and interest on borrowings;
(iii)    costs of administering the Fund, including, without limitation, legal, accounting, audit,
         consulting, custody, third-party administration, tax (including tax compliance),
         depositary, safekeeping, marketing, valuation, and other professional fees and
         expenses;
(iv)     Insurance premiums, including errors, omissions, fidelity, crime, general partner
         liability, directors’ and officers’ liability, and similar coverage for any Protected
         Person acting on behalf of the Fund;
(v)      costs of the Fund’s advisory board;
(vi)     taxes, fees, or other governmental charges;
(vii)    costs related to failed co-investments;
(viii)   costs related to dissolution;
(ix)     costs related to amendments to the Fund’s partnership agreements;
(x)      research or information services with respect to the Fund, including fees, costs, and
         expenses related to licensing, development, purchasing, programming, and operation
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Item 7: Types of Clients

        We provide investment advice to the Funds. Investors in the Funds include high- net-worth
individuals, college and university endowments, public and private pension plans, funds-of-funds,
and other institutional investors. Fund interests are offered and sold generally to investors that are
(i) “accredited investors” as defined under Regulation D of the Securities Act and/or “qualified
purchasers” within the meaning of the rules and regulations promulgated under the 1940 Act and
(ii) “qualified clients” under Rule 205-3 under the Advisers Act.

        Funds typically impose a specified minimum investment amount as set forth in their
offering documentation, organizational documents, or other Fund Documents. Such minimums are
typically subject to the discretion, on the part of Inverness Graham, to permit investment of a
smaller amount generally or with respect to any investor in the relevant Fund.