Kailai Advisers Ltd

ITEM 5—FEES AND COMPENSATION

       A.      Fees

The applicable fees for each Fund are disclosed to investors in the private offering materials for
the relevant private offering of each Fund. The discussion herein regarding fees and expenses is
generally applicable to the Funds, but investors should refer to a Fund’s governing documents
for specific details regarding management fees, performance-based fees or allocations, Fund
expenses and other fee-related issues.

       B.      How Fees are Charged

With the exception of certain Funds that only collect management fees upon Fund dissolution,
management fees are generally payable quarterly or semiannually in advance by each Fund and

are paid after the date payable. Management fees may be paid by capital contributions from Fund
investors to each Fund pursuant to capital call notices delivered by each Fund’s general partner
or managing member, or may be paid out of cash otherwise available to the Fund, for example,
following a Fund’s receipt of proceeds from the sale of an underlying investment.

With respect to the Funds, Registrant or an affiliate is typically entitled to “carried interest,” or
performance fees, to the extent provided in the applicable Fund governing agreement.
Performance fees are typically measured as a percentage of the profits from investments made by
such Fund. Such fees are typically paid out of cash otherwise distributable by the Fund, such as
the receipt by such Fund of proceeds from the disposition of a portfolio investment. Any such
performance fees are specifically disclosed to investors prior to investment in the governing
agreements of the applicable Fund.

Registrant or an affiliate may reduce or waive management fees and/or carried interest for certain
investors, including the Registrant’s general partners, managing members, and affiliates.

       C.      Other Fees and Expenses

Fees unrelated to securities management functions may be paid to Registrant or to a Fund’s
general partner, managing member, or affiliates. These fees may include transaction fees,
investment banking fees, break-up fees, topping fees, advisory fees, monitoring fees, director’s
fees or other similar fees. A portion of these fees may offset the management fees otherwise
payable by the applicable Fund. These potential fee arrangements are disclosed in the private
offering materials and/or governing agreements for each particular private vehicle offering. Any
fees received by Registrant relating to a co-investment vehicle that does not pay management
fees do not offset the management fees paid to the Registrant as such co-investment vehicles do
not pay such fees and therefore do not participate in the offset.

Funds are also subject to customary expenses, including fees, costs and expenses related to the
purchase, holding and sale of investments, expenses of any administrators, custodians, counsel
and accountants (including audit fees), any insurance, indemnity or litigation expenses (including
settlement costs), and any taxes, fees or other governmental charges levied against a Fund
investment vehicle, and expenses arising in connection with the formation, launch and closings
of a Fund (as described in, and subject to limits on such organizational expenses as set forth in,
the applicable Fund governing agreements).

Given the nature of the Funds’ investment programs, Registrant does not usually transact through
broker-dealers. Therefore, investors in the Funds do not generally incur brokerage costs. A
discussion of Registrant’s brokerage practices may be found at Item 12 of this brochure.

       D.      Refunds for Fees Charged in Advance

Except as otherwise noted above, management fees are generally paid by the Funds in advance
of any securities management functions performed by Registrant (directly or through its
affiliates). Fees assessed against the Funds are typically paid from amounts contributed to each
such Fund by its investors in accordance with the commitments of capital such investors make to
the Fund, or are paid out of cash otherwise available to the Fund. Should Registrant’s services be

terminated before services are provided for the period, fees assessed in advance will be returned
under a method that is reasonably determined to be fair. In general, such returned fees would be
pro-rated from the date of Registrant’s termination to the end of the period to which the advance
fee covered.

        E.     Compensation for Sales of Securities

Neither Registrant nor its supervised persons accepts compensation for the sale of securities or
other investment products.

ITEM 7—TYPES OF CLIENTS

Registrant, directly or through its affiliates, generally provides investment advice solely to the
Funds, which include private-equity focused investment partnerships or other pooled investment
vehicles formed under U.S. or non-U.S. laws and operated as exempt investment pools under the
Investment Company Act. Interests in the Funds are offered and sold generally to investors that
are (i) “accredited investors” as defined under Regulation D of the Securities Act of 1933, as
amended and (ii) “qualified purchasers” or “knowledgeable employees” of the Registrant, in
each case as defined under the Investment Company Act.

Registrant typically imposes a minimum investment in connection with investing in a Fund of
$10 million, although such minimums may be waived in the discretion of Registrant. On

occasion, Registrant may also offer investment opportunities to its qualified professional
personnel, as well as other qualified institutions or individuals who have a pre-existing
relationship with Registrant or offer expertise or other assistance with respect to a particular
investment area or portfolio investment. In addition, Registrant and/or its affiliates make capital
commitments to the Funds for investment at the same time and on the same terms (at the level of
the portfolio investment) as other commitments to the Funds.