JHL Capital Group LLC

Item 5: Fees and Compensation

The fees and expenses applicable to each Fund are set forth in detail in each Fund’s respective
offering memorandum, including amendments and investor consents. The Feeder Funds offer
three classes (each, a “Class”) of interests or shares with varying profit allocations and liquidity
terms. A brief summary of such fees and expenses is provided below.

Profit Allocation

As of each December 31 or upon realization of the illiquid investments, the Master Fund makes
profit allocations to JHL of 20.0%, 17.5%, and 20.0% for all new appreciation then attributable to
each investor’s Class A, Class B, and Class C interest or shares respectively. New appreciation is
equal to the amount by which the net asset value of the interest or shares held by an investor
(calculated after reduction for all accrued expenses including management fees, as applicable, but
prior to reduction for any profit allocation) exceeds the “high water mark” (as defined below)
attributable to such interest or shares. In calculating new appreciation, the profits and losses
attributable to “designated investments,” which are subject to profit allocations calculated
separately with respect to each individual designated investment, are excluded. However, any
expenses attributable to designated investments paid from the capital attributable to an investor’s
interest or shares will reduce the net asset value of that investor’s interest or shares and,
accordingly, any new appreciation attributable to such interest or shares.

Profit allocations do not themselves reduce new appreciation. That is, JHL does not need to “earn
back” profit allocations previously made in order to generate additional profit allocations. The
high water mark attributable to each investor’s Class A, Class B, or Class C interest or shares is
the highest aggregate net asset value of such investor’s Class A, Class B, or Class C interest or
shares, as the case may be, as of any preceding December 31, after reduction for the profit
allocation then made (or an investor’s aggregate Class A, Class B, or Class C capital
contributions, if higher, in the case in which such investor’s Class A, Class B, or Class C interest
or shares have been unprofitable since inception). Class A, Class B, or Class C high water marks
are proportionately reduced whenever Class A, Class B, or Class C withdrawals, distributions, or
transfers, as the case may be, are made, and are increased dollar-for-dollar by any Class A, Class
B, or Class C capital contributions made by an investor.

In the event that a Fund investor is invested in a combination of Class A, Class B, or Class C
interests or shares, the profit allocation will be calculated separately with respect to each such
Class (but not separately with respect to each capital contribution made to each Class). When an
investor withdraws or transfers all or a portion of its interest or shares, any profit allocation with
respect to the interest or shares withdrawn or transferred is made to JHL (except in the case of
transfers to related investors, in which case profit allocations may not be made). Proportionate
profit allocations will also be made whenever distributions are paid.

JHL permits a reduction in profit allocations for Fund investors whose investments exceed a
particular size threshold.

JHL has been appointed the liquidator for the Funds and receives an annual liquidation fee of 20
basis points.

Expenses

The Funds pay all of their trading, operating, and administrative costs and expenses, as well as the
costs, fees, and expenses of their auditors and legal advisers, the cost of printing and distributing
periodic and annual reports and statements, and all other expenses related to the business of the
Funds.

The Funds’ trading, operating, and administrative costs and expenses include, without limitation:
(i) investment expenses and all other expenses (including, without limitation, all commissions,
clearing fees, all other costs related to executing transactions, valuation and portfolio pricing,
interest charges, financing charges, applicable withholding and other taxes, externally incurred
costs of establishing computer and systems connections with the Funds’ brokers and
counterparties and the installation, implementation, and maintenance of order management and
execution management systems and software, and the costs of trading, research, data screens, and
risk management and data services and systems, which may include, e.g., the costs of utilizing
and/or supporting risk-reporting technology required by consultants retained by or on behalf of
institutional investors) related to the purchase, sale, transmittal, or custody of investment assets
and related items, as well as costs and expenses associated with obtaining and maintaining
regulatory licenses, exchange memberships, and credit ratings; (ii) legal, accounting, auditing, and
other professional fees and expenses, including consulting and appraisal fees and expenses; (iii)
the costs of subscriptions to financial news, research, and wire services; (iv) tax preparation and
“Tax Matters Member” and “Company Representative” fees and expenses and the costs of
preparing, printing, and distributing annual and periodic reports and other investor
communications; (v) any taxes and duties payable in any jurisdiction in connection with the
Funds’ operations; (vi) fees in connection with the custody of the Funds’ investment assets; (vii)
insurance costs (including the premiums paid for directors and officers, errors and omissions, and
other comparable insurance for JHL, its affiliates, and any of their owners, principals, directors,
officers, or employees, and third parties providing services to the Funds); (viii) administrative
costs (including the fees and out-of-pocket expenses of third-party administrators and the costs of
middle-office and back-office support as provided by such administrators), paying agency,
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Item 7: Types of Clients

As described in “Item 4 — Advisory Business” above, JHL advises pooled investment vehicles on
a discretionary basis. Investment advice is provided directly to the Funds and not individually to
the Funds’ investors. With respect to the Funds, JHL requires an investor to make a minimum
initial capital contribution of $5 million, which may be made to a specific Class or aggregated
between different Classes of interests or shares. At its discretion, JHL may waive the minimum
initial capital contribution requirement. Each investor is required to meet certain eligibility and
suitability qualifications, such as being a “qualified purchaser” as defined in the Investment
Company Act of 1940. Each U.S. investor in the Onshore Fund must also satisfy the suitability
requirements of Rule 205-3 under the Investment Advisers Act of 1940 (the “Advisers Act”),
which prescribes certain requirements that must be satisfied in connection with the potential for
JHL to receive performance-based compensation from a Fund. Further details concerning
applicable investor suitability criteria are set forth in the Fund offering memoranda and
subscription materials.