Sail Advisors Limited

Item 5 - Fees and Compensation

The Funds are generally charged a fee consisting of: (1) an annual “management fee”;
and (2) an annual “performance allocation” (as described in Item 6).

SAIL’s current schedule of management fee is, generally, as follows:

   SAIL Flagship Fund:
   Management Fee:                  1.5% annually

   SAIL Topaz Fund:
   Management Fee:                  1.5% annually

   SAIL Emerging Managers Fund
   Management Fee:             1.5% annually

   SAIL Asia Pacific Managers Fund:
   Management Fee:                1.5% annually

   SAIL Asia Equity Alpha Fund:
   Management Fee:                  1.5% annually

Fees for each Fund are described in its PPM. Unless otherwise indicated in the PPM
or other governing documents, the management fees are paid monthly in arrears

SAIL Advisors Limited                                                   Form ADV Part 2A

after the last day of each month and management fees are based on the net assets of
the particular Fund as of the last day of each month. We may waive or reduce the
management fee or performance allocation with respect to Investors who are SAIL
employees, family members, or certain large or strategic investors.

Fees to Portfolio Managers of Underlying Funds

The Funds will likely be subject to fees charged by the underlying portfolio funds and
managers. These fees will likely include a fixed management fee, which will generally
range from 1% - 2% on an annual basis, and in most cases a performance incentive
arrangement, which will generally be around 20% of the capital appreciation in the
underlying portfolio fund's investment for the year.

Item 6 – Profit Share Distribution

The Funds are generally charged an annual “performance allocation” which is
calculated based upon a percentage of the net capital appreciation of the Funds at
the end of each fiscal year.

SAIL’s current schedule of profit share distribution is, generally, as follows:

   SAIL Flagship Fund:
   Profit Share Distribution:               5% annually, as described below

   SAIL Topaz Fund:
   Profit Share Distribution:              10% annually, as described below

   SAIL Emerging Managers Fund
   Profit Share Distribution:             10% annually, as described below

   SAIL Asia Pacific Managers Fund:
   Profit Share Distribution:             10% annually, as described below

   SAIL Asia Equity Alpha Fund:
   Profit Share Distribution:              7.5% annually, as described below

Fees may be negotiable, and some investors may pay less than other investors for the
same management services. With respect to profit share distribution, any loss in an
account is carried forward so that no profit share distribution is charged to a Fund
unless the losses have been recouped, subject to certain adjustments (i.e. high water
mark).

SAIL Advisors Limited                                               Form ADV Part 2A

Item 7 - Types of Clients

Funds

SAIL manages the assets of each of the following funds:

 Fund                                    Type of fund
  SAIL Flagship Fund                     Cayman Islands unit trust
  SAIL Topaz Fund                        Luxembourg incorporated company with
                                         variable capital (SICAV)
  SAIL Asia Pacific Managers Fund        BVI segregated portfolio company
  SAIL Emerging Managers Fund            BVI segregated portfolio company
 SAIL Asia Equity Alpha Fund             Cayman segregated portfolio company

Each fund has minimum subscription and minimum subsequent subscription amount
requirements in accordance with the respective PPM. In general, the required
minimum investment in the Funds is US$1,000,000 or any lesser amount at the
discretion of the investment manager, provided always that the minimum initial
investment amount shall not be, at any time, less than the applicable local regulatory
requirements. The investment manager also has the right to accept additional
investments of lesser than required amounts. Investors may redeem their investments
in the Funds in accordance with the terms stipulated in the respective PPM.

Types of Investments

The Funds invest its assets in portfolio of investment vehicles typically referred to as
hedge funds managed by a number of investment managers selected by SAIL. Hedge
funds for the purpose of the Funds’ investments are private, non-registered collective
investment pools that include limited partnerships, limited liability companies,
investment trusts and separate accounts.