MGM Innova Cap Management LLC

ITEM 5        FEES AND COMPENSATION

Compensation earned by the Firm for the provision of investment advisory services to its Clients
is comprised of management fees based on a percentage of a) capital committed during the
investment period and b) assets under management post-investment period. In addition, the Firm
charges performance fees for its services as further described herein. Fees and compensation are
described within the Governing Documents for each Client that we manage.

Excepted as noted below, all advisory fee invoices are sent to Clients at the beginning of each
calendar quarter for services to be rendered in the upcoming quarter. Fees are deducted directly
from Client accounts if the Client has consented to such deductions in writing.

Note that management fees are generally calculated by MGM’s internal Fund Administration team
as per the Governing Documents.

The following is a general description of fees typically charged by MGM for its investment
advisory services. Investors and Clients should refer to the Governing Documents for complete
information on fees and compensation.

Advisory Fees for Private Funds

In its capacity as investment manager to the Private Funds, MGM receives an investment
management fee that ranges from 1.60% to 2.00% per annum of the respective Fund’s aggregate
a) committed capital during the investment period or b) assets under management during the post-

investment period, depending upon the level of committed capital or assets under management,
respectively. In addition, MGM is entitled to receive from the Private Funds’ investors a
performance-based fee (also known as an incentive allocation) equal to 20% of all cash distributions
to investors, subject to various contingencies such as a hurdle rate. MGM Private Fund fees are
described in more detail in each Fund’s Offering Memorandum and/or respective limited
partnership agreement or other Governing Documents. See Section 6 below for a description of

ITEM 7        TYPES OF CLIENTS

MGM provides advisory services to clients on a non-discretionary basis consisting of its Private
Funds. Investors in the Private Funds are primarily institutional investors consisting of
development banks and other institutional entities.

The minimum investment subscription for a Private Fund is generally $1,000,000. MGM may
waive these minimums at its discretion. Additional information about the minimum investments
for each Client and other investment qualifications and conditions are described in the applicable
Governing Documents.