One Investment Management US LLC

Item 5: Fees and Compensation

The Adviser is an SEC-registered adviser, and this brochure is being delivered only to “qualified
purchasers” as defined in Section 2(a)(51)(A) of the Investment Company Act of 1940, as
amended.

Compensation earned by One Investment Management Group from clients generally is comprised
of negotiated fees based on a percentage of investor capital commitments, invested capital or the
net asset value of investments (as applicable to the investor and, in certain cases, depending on the

investment stage of such client) (“Management Fees”) and performance-based amounts
(“Performance Compensation”). Management Fees are generally paid to a member of the One
Investment Management Group either semi-annually in advance or quarterly in arrears depending
on the terms of the applicable client’s Governing Documents, and the Adviser generally bills the
member for its portion of such Management Fees, but on no greater basis than quarterly in advance.
Payment of the Management Fee for any partial period will be adjusted on a pro rata basis
according to the actual number of days in such period.

The Management Fees and the Performance Compensation that the Adviser and its affiliates
receive have not been established on the basis of an arm’s-length negotiation among a client, the
Adviser and its affiliates. In addition, the existence of Performance Compensation may create an
incentive for the Adviser to approve and cause the client to make more speculative investments
than it would otherwise make, or to hold investments for longer than it would otherwise hold them
(pursuant in part to recently enacted legislation), in the absence of such Performance
Compensation.

One Investment Management Group and its officers or employees may earn topping, break-up,
monitoring, consultancy, directors’ organizational, set-up, advisory and other fees received from
any third party in connection with the purchase, monitoring or disposition of investments, bridge
financings or unconsummated transactions of a client (collectively, “Other Fees”). Generally, such
Other Fees will be applied first as reimbursement for any out-of-pocket expenses incurred by One
Investment Management Group or its members, partners or employees, and the remainder will be
applied to reduce subsequent installments of the Management Fee.

Other fees and expenses incurred by a client that are not directly related to the Adviser’s services
include, but are not limited to, the following:

   •   all fees, costs and expenses incurred in connection with the organization, marketing,
       funding and startup of the client;

   •   all fees, costs and expenses of outside legal counsel, consultants, accountants,
       administrators, custodians, depositaries, appraisers, banks, transfer agents, registrars,
       escrow agents, record keepers, finders, brokers, service providers and other outside
       professionals retained in respect of the client or a portfolio company, whether in connection
       with their operations generally or with respect to potential acquisitions or disposals of
       investments and potential investments, including, without limitation, (i) all audit fees,
       appraisal fees, brokerage commissions, research, banking and investment banking fees; (ii)
       all fees, costs and expenses of printing, preparing and distributing reports, tax returns, tax
       estimates and other communications to investors in the client, the advisory committee or
       government authorities; (iii) all costs associated with the preparation and filing (as
       applicable) of the financial statements, tax returns, any expenses incurred or paid in
       connection therewith, and any expenses paid or incurred by any partnership representative
       or designated individual or any person acting in a similar capacity under state or local law;
       and (iv) all fees, costs and expenses related to any filings or registrations, as well as all
       legal, tax, finance, corporate secretary and accounting support activities;

•   all fees, costs and expenses related to the investment activities of the client, including,
    without limitation, the fees, costs and expenses associated with: (i) sourcing, researching,
    conducting diligence, investigating, identifying, analyzing, pursuing, negotiating,
    committing to, consummating, acquiring, purchasing, holding, monitoring, managing,
    seeking realization opportunities and selling (or otherwise realizing) investments and
    prospective investments, whether or not consummated, as applicable (including purchasing
    representation and warranty insurance and/or other similar insurance); (ii) reasonable
    travel, meals, lodging and communications expenses, reasonable and business-related
    entertainment expenses and related expenses incurred in connection therewith; and (iii)
    industry conferences and organizations, sponsorships, marketing and advertisements, to the
    extent incurred in connection with actual or potential portfolio investments;

•   all fees, costs and expenses for transactions not consummated, including, without
    limitation, all amounts payable to third parties (including break-up fees or termination fees)
    and all fees and expenses of lenders, investment banks and other financing sources in
    connection with arranging financing for transactions that are not consummated by the
    client, and any deposits or down payments that are forfeited in connection with
    unconsummated transactions of the client (including reasonable travel and related
    expenses, and reasonable meal, communication and certain reasonable and
    business-related entertainment expenses incurred in connection therewith);

•   legal, accounting, auditing, administration (including fees and expenses associated with the
    third party administrator and administration of the client), information, appraisal, advisory,
...

Item 7: Types of Clients

The Adviser provides investment management services to pooled investment vehicles, including
closed-end funds and evergreen investment vehicles. Our firm determines in its sole discretion any
requirements for entering into an investment advisory contract with a client, including whether a
private fund is large enough to implement its desired investment program.