Millennium Global Investments Limited

FEES AND COMPENSATION

A.         Advisory Fees and Compensation.

     The fees applicable to each Fund are set forth in detail in each Funds’ offering documents and/or
     governing documents. The fees applicable to each SMA are set forth in detail in each SMAs’
     investment management agreement.

     A brief summary of such fees is provided below. MGIL may, in its sole discretion, elect to reduce,
     waive or calculate differently the fees and compensation for certain investors.

           1. Funds

     Generally, the Funds pay to MGIL a management fee (the "Management Fee") up to 1% of the net
     asset value of each series of shares. The management fee is taken out of the net asset value of the
     relevant Category of Shares calculated as of such valuation day and payable quarterly in arrears by
     the Funds to MGIL as the investment manager.
     Generally, the Funds pay to MGIL a performance fee (the "Performance Fee"), accrued on each
     valuation day, paid yearly, based on the net asset value, equivalent up to 15% of the performance
     of the NAV per share (measured against a high water mark) over a hurdle rate of 2% p.a. pro rata
     temporis, calculated during the relevant period. The performance fee is equal to the
     outperformance of the NAV per share multiplied by the number of shares in circulation during the
     calculation period. No performance fee will be due if the net asset value per share before
     performance fee turns out to be below the high water mark for the calculation period in question.
           2. SMAs

     All fees for SMAs are subject to negotiation and are established pursuant to each SMAs’ investment
     management agreement. Generally, the investment management agreements are terminable upon
     receipt by either party from the other of prior written notice of termination and after the expiration
     of any specified notice period. Clients do not provide a prepaid portion of the Account Management
     Fee (as defined below). Millennium provides some of its investment advisory recommendations on
     a non-discretionary basis.

     MGIL generally charges each SMA a management fee (the "Account Management Fee") equal to an
     annual fee of up to 1% of the notional account value of each account. The Management Fee is
     generally payable monthly/quarterly in arrears.

     In addition, at the end of each quarter, MGIL may charge an incentive fee (the "Performance Fee")
     in an amount equal to between 15% to 20% of any net realized and unrealized appreciation in the
     notional account value of each SMA, subject to certain adjustments and subject to a loss
     carryforward mechanism. SMAs may be subject to a high water mark.

     B.    Payment of Fees.

     Fees and compensation paid to MGIL by the Funds are generally deducted from the assets of such
     clients. As discussed above, Management Fees are generally deducted on a quarterly or monthly
     basis and Performance or Incentive Fees are generally deducted on an quarterly or yearly basis.

     Fees and compensation paid to MGIL by the SMAs are generally invoiced to such clients. As
     discussed above, Account Management Fees are generally invoiced on a quarterly or monthly basis
     and Account Incentive Fees are generally invoiced on an quarterly basis.

     C.    Additional Fees and Expenses.

     Each Fund is liable to pay all on-going and day-to-day administration, management and operating
     expenses incurred by it including, without limitation, the costs and expenses of (i) all transactions
     carried out by it or on its behalf (including expenses specifically associated with researching
     investment opportunities) and (ii) the administration of such Fund including, without limitation: (a)
     the charges and expenses of legal advisors and auditors and other professional expenses, including
     in relation to due diligence on potential investments; (b) brokers' commissions (if any, and see Item

TYPES OF CLIENTS

MGIL generally provides advisory and/or portfolio management services to Funds and SMAs, as
described above. MGIL's strategies are not made available to retail investors.

The offering documents of each Fund may set minimum amounts for investment by prospective
investors in such Funds. These minimum amounts may be waived by the directors of the Funds.

The Funds may also enter into fee waiver or other form of preferential treatment arrangements with
the seed investor in such a particular Fund, as allowed under such Funds’ offering documents.