Partners for Growth Managers LLC

Item 5 Fees and Compensation
For our services to the Funds, we charge a management fee as described below. In addition, each
Fund's General Partner, affiliates of PFG as defined at Item 10 of this Brochure, will receive a form of
performance-based compensation, as described below. (Capitalized terms shall have the meanings
provided in the applicable Fund's offering documents).

    • Management fees will be paid quarterly, in advance, out of current income or investment
      proceeds of the Funds and, to the extent necessary, from drawdowns of capital. Each Fund will
      pay PFG an annual management fee based on a percentage of capital commitments during the
      investment period and cost basis investments or invested capital thereafter. Management fees
      are negotiated and approved by Fund investors at the time of the fund formation and are
      subject to adjustments based on situations or events described in each Fund's governing
      documents.
    • Performance based fees are allocated once a Hurdle Return has been attained for all of the
      Fund's Partners as set forth in the applicable Fund's limited partnership or similar agreement
      and/or private placement memorandum. Subject to the applicable General Partner's obligation
      to return funds to Fund investors, as well as the achievement of a minimum Hurdle Return,
      each Fund, as applicable, will allocate a percentage of their net profits to the General Partner.
      Performance based fees are discussed in further detail in Item 6.
    • Latin America Growth Lending, LLC has an arrangement with Silicon Valley Bank where Silicon
      Valley Bank earns a carried interest that is payable to Latin America Growth Lending, LLC.

Investors should refer to the appropriate limited partnership agreement and/or private placement
memorandum for detailed information regarding fees and expenses related to investment in a Fund. It
is also important to note that any new fund launched by PFG may have the same, similar or materially
different terms than those summarized below.

In addition to management fees and performance fees, PFG may earn income from portfolio
companies based on market terms and practice (such as backup loan servicing and data agent fees),
with priority given to act in the best interests of the Funds should a conflict of interest arise.

GENERAL INFORMATION:

The General Partner of each Fund will generally participate in the Fund's investments by investing
directly in the Fund. The General Partners for the Funds are affiliated with PFG through common
ownership and control as well as shared executive officers including PFG's Founding Members and
current and former employees of the Firm.

Potential for Overlap with Principals' Investments: PFG will not exclude from consideration
investment in a company in which the Founding Members, executive officers or other affiliated persons
of PFG have previously, directly invested capital or provided financing at an earlier stage of the
company's development. However, all such investments shall be subject to Advisory Board approval.
(See also Item 11 of this Brochure). Members of the investment team that have a pre-existing direct
investment generally recuse themselves from the investment decision making process to avoid
potential conflicts of interest.

Co-Investments: In general, PFG does not provide financing or otherwise seek to invest on behalf of
the Funds in excess of uncalled capital available through the applicable Fund(s) or its line of credit.

To provide financing in excess of uncalled capital, co-loan/co-investment opportunities could be offered
to certain Fund investors, their affiliates or third parties. The Firm may determine to extend the co-
investment opportunity to certain other Fund investors that have negotiated the right, through side
letter arrangements or otherwise, to be notified of such co-investment opportunities and, as
appropriate, to co-invest. Any co- investment opportunity offered by PFG to a Fund investor, an
investor's affiliate or a third-party will be offered only when in the best interests of the Funds.

Clawbacks: Each Fund's General Partner will be subject to a look-back contribution obligation in the
event of over distributions to the General Partner pursuant to the terms of the applicable Fund's limited
partnership agreement.

Lock-Up: Investors generally may not rescind any part of their capital commitments or otherwise
withdraw from a Fund, except as set forth in the applicable Fund’s offering documents. The Income
Fund provides limited redemption rights after a lock-up period as described in its governing
documents. Private fund investing is for those who can afford to have capital locked up for long periods
of time and who are able to bear the risk of significant losses.

Investors in the Fund should refer to the applicable Fund's limited partnership agreement and offering
documents for complete information regarding lock-ups and penalties or other consequences for failure
to observe capital calls made by the Fund.

Side Arrangements: Fund investors subject to ERISA (as well as investors subject to similar state
laws) have a limited right to withdraw from the Fund if continued participation by such investors would
violate such laws. PFG or the Fund's General Partner, as appropriate, may in the future, waive or
modify certain terms of investment for certain large or strategic investors, in side letters or otherwise, in
its sole discretion, including but not necessarily limited to, co-investment opportunities or more frequent
or varied formats or modes of portfolio reporting.

Other Fees and Expenses: In accordance with the terms of each Fund's offering documents, each
Fund was responsible for the legal, accounting and other organizational expenses related to the
offering.

Investors in any new fund launched by PFG should refer to the offering document for such Fund for
...

Item 7 Types of Clients
Currently, we provide investment advisory services solely to the Funds.

Because interests in the Fund and any new fund launched by PFG were and will be offered pursuant to
certain exemptions from registration under the Securities Act of 1934 and the Investment Company Act
of 1940, any investor or prospective investor in a Fund managed by PFG must meet certain minimum
qualifications requirements as set forth in the applicable Fund's subscription documents.

Prospective investors in any new Fund launched by PFG should refer to the appropriate Fund offering
documents for information regarding that Fund's required qualifications for investment.