Quinbrook Infrastructure Partners LLC

Item 5 Fees and Compensation
Information on fees to be charged by the General Partner of each Fund will be described in the
relevant Fund offering documents, and generally takes the form of a percentage of the Fund’s total
committed capital. The General Partners and Manager are permitted to enter into side letters and
other agreements granting more favourable rights or terms to certain investors.

The Firm is paid an advisory fee by the Manager or General Partner to cover the costs incurred in
exploring and recommending infrastructure projects for investment. No part of the fee is
negotiable.

The Firm has entered into a Resourcing Agreement with Private Energy Partners LLC (“PEP”), an
affiliated entity within the Group. Under this arrangement, the Firm will make available certain
personnel, systems, and operational resources to PEP and its related affiliates to support the
delivery of advisory and operational services. Costs associated with these shared resources are
allocated to the respective entities on a cost recovery basis and are not intended to generate profit
for either party. These recharged amounts reflect a reasonable allocation of direct and indirect
expenses, such as personnel time, technology, and administrative support, in proportion to the
services utilized. The Firm periodically reviews the allocation methodology to ensure it remains
consistent with applicable regulatory requirements. This internal cost sharing arrangement does
not alter or increase the advisory fees charged to the Group’s clients.

Certain expenses incurred by the Firm will be recharged to the Manager, and ultimately recharged
to a Fund. The categories of expense that can be recharged are set out in that Fund’s governing
documents and include regulatory expenses, the costs of external consultants or advisers engaged
to work on certain investments, acquisition and financing expenses, legal fees, and out of pocket
expenses incurred in the investigation, monitoring and disposal of the Fund assets.
Quinbrook expects that a number of resources will be shared among the Funds in order to, among
other things, enhance efficiency and reduce the cost for each Fund (including, for example, (i)
Quinbrook Personnel serving as directors on the board of any portfolio company and/or the board
of any Managing Entity and/or portfolio company of any Other Fund, (ii) ESG, digital transformation,
marketing and hedging, legal, finance, accounting and compliance, portfolio management,
construction services, capital markets, development services, commodity markets, investor
relations and other services provided by Quinbrook to the Funds, one or more of the Funds’ portfolio
companies and/or Quinbrook and its affiliates, (iii) insurance policies covering both Quinbrook and
the investing activities of the Funds, and/or (iv) the cost of a particular tool or piece of software
used in connection with the Funds. The General Partners and the Managing Entities the Funds will
allocate fees and expenses in accordance with any applicable provisions of the governing
documents of the Funds, and in a manner that it believes is appropriate to the Funds under the
circumstances and considering such factors as it deems relevant, as further described herein.
These factors will vary depending on the type of expense, and could include allocations based on
assets under management, net asset value, investment holdings (including both number of
positions and size of positions), the number of funds and accounts (and/or co-investors) receiving
the benefit, the number of users of such resource, relative trading volume and time spent, and
whether a particular expense has a greater benefit to certain Funds. Any determination of what is
appropriate generally will be made based on what is expected over the long term, rather than with
respect to a particular expense or type of expenses, and therefore it is expected that allocations of
such expenses frequently will not be proportional. Such determinations involve inherent matters
of discretion, and despite Quinbrook’s judgment to arrive at an appropriate expense allocation

methodology, the use of any particular methodology will lead the Funds to bear relatively more
expense in certain instances and relatively less in other instances compared to what the Funds
would have borne if a different methodology had been used. There can be no assurance that such
fees, costs and expenses will in all cases be allocated appropriately. Any such determinations will
involve inherent matters of discretion and conflicts of interest.

Certain Funds and/or portfolio companies also bear their allocable portion (as determined by
Quinbrook in its good faith discretion) of the costs for certain services (including back office
services) of Quinbrook’s in-house personnel which, for the avoidance of doubt, include salary,
bonus, payroll taxes and benefits, expenses and overhead attributable to such personnel; provided
that such services would, in the ordinary course, otherwise be provided by third-party service
providers and such fees and expenses would be borne by the Funds if such services were provided
by third-party service providers. Any amounts received by the General Partners, Quinbrook or any
of their respective affiliates in respect of such services will not offset the Management Fee. The
services provided by Quinbrook Personnel may expand over time. The allocation of such
compensation and expenses between Quinbrook, the Funds and/or the portfolio companies
require judgments as to methodology that Quinbrook makes in good faith but in its sole discretion.
These allocation methodologies may include requiring personnel to periodically record and allocate
their time with respect to the Funds and/or the portfolio companies, Quinbrook approximating the
portion of time a person has spent with respect to a particular Fund and/or portfolio company, the
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Item 7 Types of Clients
The Firm’s direct clients are the Manager and GP3 LLC. The Manager has been appointed to manage
the investments for the Funds, and may be appointed to manage investments on behalf of other

investment vehicles contemplated by Quinbrook. The Firm therefore acts as sub-adviser to the
pooled investment vehicle clients, which are therefore also counted among the Firm’s clients.