Investcorp Investment Advisers LLC

Item 5 – Fees and Compensation

IIA LLC and its affiliates provide investment advisory and management services in
connection with private equity investments and receive fees for such services. Depending on
the particular client, these fees typically include a management fee of up to 2.0% per year of
a client’s committed capital or assets under management. Depending on the particular client,
IIA LLC receives its fee quarterly or semi-annually in advance or in arrears during the term
of the relevant PE Fund. Any fees charged in advance will be refunded pro-rata in the event

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of a termination of an advisory relationship. The management fee may be paid from
investment proceeds, investors’ capital, or other funds or assets.

With respect to certain PE Funds, the management fee earned by IIA LLC and its affiliates
may be reduced by a percentage of certain fees received by IIA LLC and certain of its affiliates,
including: private equity activity fees, such as fees paid by Portfolio Companies in
consideration for services rendered in connection with the acquisition of a Portfolio
Company (e.g., advisory services regarding third party financing) as well as consulting or
monitoring services in connection with post-acquisition operations; and fees received upon
exiting an investment. With certain PE Funds, these offsets reduce management fees for a
given period to below zero, and, if so, such offsets will be carried forward, reducing future
management fees.

IIA LLC’s affiliates also receive a carried interest allocation of up to 20% of profits realized
from the sale of investments in Portfolio Companies.

Specifics on IIA LLC’s and its affiliates’ management fees and compensation in connection
with each PE Fund are set forth in the offering and/or organizational documents for such PE
Fund.

Expenses

Organizational Expenses. The PE Fund will bear all legal, compliance, marketing and other
expenses incurred in connection with the formation of the PE Fund and the offering of the
interests (including costs and expenses related to the negotiation of side letters or other
similar agreements with its limited partners, but excluding any placement fees), up to a fixed
amount defined in the respective organization document. Organizational expenses in excess
of this fixed amount, and any placement fees, will be paid by the PE Fund but borne by the
Manager through a 100% offset against the management fee.

Manager Expenses. The Manager and the General Partner will be responsible for all of its
normal overhead expenses, including salaries of the Manager’s employees, rent and other
expenses incurred in maintaining the Manager’s place of business, but not including Fund
Expenses or Organizational Expenses.

Fund Expenses. The PE Fund will bear all other costs, expenses and liabilities that are
incurred by, or arise out of the operation and activities of or otherwise are related to, the PE
Fund, including those incurred by the General Partner and the Manager on behalf of the PE
Fund, including: (a) expenses related to consummated and unconsummated portfolio
investments to the extent not reimbursed by a portfolio company or other third party,

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including expenses related to attendance at industry conferences, trade association
memberships, travel and entertainment expenses and expenses incurred in connection with
the sourcing, researching, developing, evaluating, negotiating, structuring, acquiring,
holding, administering, monitoring, managing, disposing of and hedging investments
(including any amounts paid to third party finders but excluding any bonuses or similar
compensation paid by the Manager to an employee of the Manager for sourcing a
consummated portfolio investment); (b) the management fee; (c) expenses incurred in
connection with the PE Fund’s ongoing operations including legal, administrative,
accounting, tax, audit or other expenses relating to the PE Fund’s operations or
infrastructure, including valuation, appraisal and pricing services or experts and costs and
expenses related to amending the partnership agreements or the organizational documents
of any related investment funds; (d) administrative expenses such as (but not limited to)
performing risk management, regulatory and legal compliance, governmental filings
(including an allocable portion of the expenses of the Manager and its affiliates with respect
to Form PF but excluding expenses relating to the filing of Form ADV), fund accounting
(including the cost of accounting software packages), investor reporting costs (including the
expenses associated with the preparation of the PE Fund’s financial statements, tax returns
and Schedule K-1s, the representation of the PE Fund or the PE Fund partners (the “PE Fund
Partners” collectively the limited partners, any special limited partner and the General
Partner) by the partnership representative and U.S. Treasury forms and FATCA compliance),
calculating fund net asset values, and anti-money-laundering, client identification and know-
your-customer analyses and other similar costs, fees and expenses; (e) custodian,
subcustodian, depositary, transfer agent and brokerage costs, fees and expenses (including
costs and expenses related to negotiating or enforcing the arrangements with such service
providers); (f) interest on and fees and expenses related to or arising from any indebtedness
or hedging activities of the PE Fund; (g) insurance premiums and expenses (including for
director and officer liability, errors and omissions, and comprehensive general liability
insurance) paid by the PE Fund, the General Partner and/or their officers, principals and
partners with regard to losses, claims, damages, liabilities and expenses related to the
activities of the PE Fund and the advisory committee; (h) taxes and other governmental
charges, fees and duties; (i) due diligence expenses, including diligence on underlying assets,
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Item 7 – Types of Clients

IIA LLC provide investment advice to pooled investment vehicles formed under foreign or
domestic laws and which operate as exempt investment pools under the Investment
Company Act of 1940. Persons or entities that are solicited to participate in onshore private
investment vehicles, and U.S. persons solicited to invest in offshore private investment
vehicles, must be “qualified purchasers” and generally are not themselves our clients.
Solicitation of non-U.S. persons or entities will be conducted pursuant to applicable law, as
further described in the PE Funds’ offering or subscription documents.

IIA LLC also provides investment advice to its affiliates in connection with certain U.S. private
equity investment transactions.

Requirements for Opening or Maintaining Accounts

The minimum required investment commitment varies among the PE Funds, and in certain
circumstances the minimum investment requirement may be waived. The offering
documents for each specific PE Fund contain detailed information concerning the relevant
minimum investment requirements.