Orkila Management LLC

Item 5: Fees and Compensation

The Adviser’s fees and compensation arrangement may vary among the Funds. The specific terms
of such arrangements are in each Fund’s investment management agreement and Offering
Documents. The Adviser will be paid a management fee (the "Management Fee") by each Fund,
generally, at an annualized rate equal to two percent (2%) of the aggregate commitments until the
expiration of the investment period, the date of which is five (5) years after the initial closing date
or effective date (the period from the initial closing date or effective date to such date, the
"Investment Period"). After the Investment Period, the Management Fee shall be computed at an
annualized rate equal to two percent (2%) of the aggregate amount invested in the portfolio
companies held by the Fund reduced by the amount of any investment which has been permanently
written down. In addition, the management fee payable by a Fund is reduced by at least 50% of
certain break-up and transaction fees, a complete description of which is provided in the Offering
Documents. The Adviser may reduce or waive the Management Fee with respect to an investment
in the Funds by the Adviser’s affiliates, or other investors as determined by the Adviser in its sole
discretion. The pooled investment vehicles that operate as co-investment vehicles may not be
subject to a Management Fee.

The Management Fee will be billed semi-annually in arrears or quarterly in advance. The first
billing will occur on the first fiscal period after the initial closing, which may not be a full fiscal
period and therefore the Management Fee will be computed on a pro rata basis.

In addition to the Management Fees described above, each Fund is responsible for all of its
operating expenses as fully described in each Fund’s Offering Documents. These expenses include
but are not limited to (i) organizational (closing) fees of the Fund; (ii) all ongoing accounting,
auditing, reporting, tax, legal, custodial, administrative, borrowing expenses; (iii) costs of
insurance, any taxes, fees or other governmental charges levied against the Fund; (iv) third-party
fees, costs and expenses directly related to the evaluation, making, holding and disposition of
actual or prospective portfolio investments (including broken deal costs and certain travel costs);
(v) all extraordinary expenses of the Fund (such as any indemnity or litigation expense); and (vi)
expenses of the “Advisory Board” and “LP Representatives” (as defined in the Offering
Documents). At the Firm’s discretion, certain fees, including those listed above, may be absorbed
in part or in total by the Adviser.

Brokerage Practices are discussed in Item 12 of this Brochure.

Item 7: Types of Clients

As previously described in Item 4 of this Brochure, OM provides investment advisory services to
private investment vehicles. Investment advice is provided directly to the Funds and not
individually to the investors in the Funds. Investors in the Funds are “accredited investors” as
defined in the Investment Company Act.

Investors will be required to make certain representations when investing in a Fund, including but
not limited to: (i) they are acquiring an interest for their own account, (ii) they received or had
access to all information they deem relevant to evaluate the merits and risks of the prospective
investment, and (iii) they have the ability to bear the economic risk of an investment in the Fund.
Each investor will be furnished with a copy of the relevant Offering Documents.

OM generally requires that each Fund have a minimum subscription of $500,000. However,
subscription amounts of lesser amounts may be accepted at the discretion of the Fund’s General
Partner. The pooled investment vehicles that operate as co-investment vehicles may be subject to
the $500,000 minimum subscription.