ShoreVest Partners Ltd

Item 5: Fees and Compensation

The fees, compensation, and expenses applicable to the Funds are set forth in detail in the
respective Governing Agreements.

Management Fee

Until the earlier of (i) the end of the investment period defined in the Governing
Agreements; (ii) the first date that Adviser or any of its affiliates accrues an investment
management fee from a subsequent fund, the management fee payable by the Fund (the
“Management Fee”) in respect of each LP, equal to a certain percentage of such LPs’
aggregated commitments and thereafter, a certain percentage of such LP’s invested capital.

Adviser may, in its discretion, elect to waive all or any part of the Management Fee with
respect to any LP. Affiliated Partners (including the General Partner of the Funds (the
“GP”), its affiliates and their respective members, shareholders, partners, managers,
employees and directors, and any such person’s family members, in each such person’s
capacity as a LP) do not pay Management Fees.

Generally, the Management Fee will be payable quarterly in advance from disposition
proceeds and income from investments, as well as fund-level reserves as set forth in the
applicable Governing Agreements. Adviser may also elect, from time to time, to defer all or
a portion of any payment of its Management Fee.

The Management Fee will be recalculated as of the last day of each quarter for which a
Management Fee has been paid; provided a Management Fee offset in the event that the
recalculated Management Fee is less than the amount of Management Fees actually paid for
such quarterly period.

The Management Fee is prorated for partial periods. In the event of a termination of any
client relationships, any portion of prepaid, unearned Management Fees will be returned to
the Funds by Adviser; provided that however, if the termination is as a result of a removal
without cause, Adviser shall be entitled to the Management Fee relating to the full quarter.

Performance Based Compensation

In addition to Management Fees, Adviser receives performance-based compensation in the
form of an allocation of a profits interest from the Funds or a participation right in the
profits of an investment vehicle (commonly referred to as “Carried Interest”) based on
the net cash proceeds attributable to Funds’ investments, subject to a preferred return to
the Funds’ investors. Adviser may, in its sole discretion, waive, reduce or defer the
distributions of Carried Interest with respect to any LP.

Carried Interests for the Funds generally is paid out as distributable proceeds attributable to
dispositions of Funds’ investments. Generally, no payouts are made until the Fund’s investors
have first received invested capital together with a preferred return in accordance with the
Funds’ Governing Agreement.

SHOREVEST PARTNERS, LTD.                                                     Form ADV Part 2A

Costs and Expenses

Subject to an organizational expense limit set forth in the applicable Governing Agreements,
the Funds bear all costs and expenses relating to the organization of the Funds, the GP, the
offer and sale of interests therein, and all other costs and expenses incurred in relation to
the operation, business and investments. Such costs and expenses may include without
limitation, legal, auditing, consulting, financing, administration, accounting and custodian fees
and expenses; expenses associated with the preparation of financial statements and tax
returns; the Management Fees; reimbursable costs and expenses of Adviser or its affiliates;
Fund indebtedness; all costs and expenses related to indemnification obligations; expenses
incurred in connection with (potential) transactions not consummated; expenses related to
the members of the advisory committee; the costs and expenses associated with any
litigation; director and officer liability or other insurance; all expenses incurred in liquidating
the Funds; any taxes, fees or other governmental charges and all expenses incurred in
connection with any tax return, audit, investigation, settlement or review; other expenses
associated with the acquisition, holding and disposition of investments; and all other liabilities
of the Funds whatsoever kind and nature subject to applicable laws and regulations.

Under certain circumstances specified in the Governing Agreements, the Funds are generally
obligated to indemnify Adviser and its affiliates and other identified persons and entities as
described in the relevant Governing Agreements (together, the “Indemnified Persons”),
in each instance, for costs arising out of or in connection with the Funds’ business and affairs,
except for any such costs that have resulted from Malfeasance of the Indemnified Person
seeking indemnification.

In terms of co-investment opportunities, until a Co-Investor has irrevocably committed in
writing to participate in an investment opportunity alongside the Funds, such Co-Investor
may not be obligated to bear any portion of the due diligence or broken-deal expenses
associated with a potential transaction. As a result, in some cases, despite the fact that a
Co-Investor may be offered an opportunity to participate in a potential investment alongside
the Funds, the Funds may ultimately bear all of the associated due diligence expenses and
costs associated with such investment.

Adviser will pay all organizational expenses in excess of the limit set forth in the applicable
Governing Agreements and placement compensation, to the extent not borne by the Funds,
as well as the ordinary operating expenses incidental to the administration of the GP and
Adviser, including rent, utilities, equipment and salaries of its personnel (but excluding travel,
legal, accounting and similar expenses incurred in the discovery, investigation, development,
negotiation, documentation, purchase, holding and disposition of possible investments).

Sales Compensation
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Item 7: Types of Clients

Adviser organizes and serves as investment manager to private pooled investment vehicles.
Investment advice is provided to the Funds and not individually to investors of the Funds.

The Funds’ Interests offered will not be registered under the Securities Act, in reliance upon
an exemption for non-public offerings provided under Regulation D or Regulation S under
the Securities Act.

Adviser generally requires a minimum investment by a Fund LP of $2,500,000, however the
minimum investment threshold may be waived or modified by Adviser in its sole discretion.