Siguler Guff Advisers LLC

Item 5 - Fees and Compensation
All investors and prospective investors should carefully review the Governing Documents of each
Managed Fund in conjunction with this brochure for complete information on the fees and
compensation payable with respect to a particular Managed Fund. Fees for Managed Funds are
typically calculated based on a percentage of the capital investors have committed to such
Managed Fund (which typically differs with evergreen structured funds), with percentage fee
breakpoints for individual investors with committed capital above a specified level. The percentage
fee rate generally declines following a specified investment period, with the exception of certain
evergreen structured funds which typically do not have investment periods. Fees, specifically for
evergreen structured funds, are generally calculated based on a fee rate multiplied by the net asset
value of an investor’s capital account. Under certain limited circumstances, the Firm negotiates
Managed Fund management fees with individual investors and consultants on behalf of investors,
and it waives or reduces these fees for investments by its employees and other affiliates. The Firm
may also aggregate the investments of two or more related investors in a single Managed Fund for
purposes of calculating the management fee rate. Certain Managed Funds calculate management
fees based on “invested capital,” defined generally as the cost basis of portfolio investments which
have not been disposed of or written off. The Firm does have investment vehicles for the Firm’s
employees who meet the definition of “knowledgeable employees” pursuant to Rule 3c-5 under
the Investment Company Act of 1940, as amended. Such employee investment vehicles will not
pay management fees or carried interest, performance allocations or other performance-based fees
or allocations (collectively, “Carried Interest”).

The fee structures described herein may be modified from time to time. Fees differ among
Managed Funds, as well as among investors in the same Managed Fund. The private placement
memorandum or similar document for each Managed Fund provides additional disclosures
regarding management fees and other expenses. Management fees for each Separate Account are
individually negotiated with each client. In addition to management fees, each Managed Fund (and
certain Separate Accounts) also has Carried Interest arrangements with the Firm or its affiliates,
as described below under “Performance-Based Fees and Side by Side Management.”

Managed Funds pay management fees to the Firm on a quarterly basis, generally in arrears on the
last day of each fiscal quarter, although certain Managed Accounts pay quarterly management fees
in advance on the first day of each fiscal quarter. The Managed Fund’s custodian typically pays
these fees to the Firm. The method of collection for Separate Accounts is negotiated with the client.

Each Managed Account bears its reasonable and properly incurred operating costs and
extraordinary expenses as set out in the Governing Documents of the Managed Account. Operating
costs and expenses include, but are not limited to:

   (i)     organization and offer, distribution and placement expenses of the interests in the
           Managed Account, including but not limited to, legal, regulatory compliance, and
           accounting fees, printing costs, travel expenses and expenses of meals, travel or lodging
           in connection with presentations to, and due diligence of, for certain prospective
           investors (generally up to a specified limit);

Siguler Guff Advisers, LLC (SEC No. 801-49482)
Form ADV - Part 2A
   (ii)    legal fees and expenses incurred when reviewing and negotiating potential investments
           as well as other costs related to the acquisition, ownership and sale of investments
           (including hedging and derivative transactions), including brokerage commissions and
           other transaction costs, as described below under “Brokerage Practices,” transaction
           taxes and due diligence, appraisal, travel, investment banking, accounting, custodian
           and research expenses, including all costs with respect to transactions that are not
           consummated to the extent that such costs are not reimbursed by entities in which the
           Managed Account invests or proposes to invest;
   (iii)   For certain Managed Accounts, the Firm charges (or intends to charge) the Managed
           Account for the cost of its use of certain of the Firm’s in-house professionals, such as
           legal team professionals, compliance professionals, tax professionals and accountants.
           The scope of such reimbursements and how they are calculated is described below (see
           “Reimbursable Managed Accounts”);
   (iv)    transfer, registration and similar expenses incurred by the Managed Account or any
           taxes levied upon the Managed Account;
   (v)     expenses related to the organization or maintenance of any intermediate entity used to
           acquire, hold or dispose of an investment;
   (vi)    expenses incurred in connection with legal and regulatory compliance with U.S.
           federal, state, local, non-U.S. or other laws and regulations related to the Managed
           Account or its investments, including any expenses derived from compliance with the
           Alternative Investment Fund Managers Directive, the Sustainable Finance Disclosure
           Regulation, and expenses preparing and filing reports under the Securities Act of 1933,
           as amended and/or the Securities Exchange Act of 1934, as amended;
   (vii)   expenses of tax advisors, legal counsel, accountants, custodians, outside administrators,
           auditors, consultants, contractors and other advisors retained by the Firm on behalf of
           the Managed Account and all ordinary out-of-pocket expenses related to the operation,
...

Item 7 - Types of Clients
The Firm provides investment advice to Managed Funds and Separate Accounts. Managed Fund
investors and Separate Account clients include corporate, multi-employer and public employee
benefit plans, endowments, foundations, sovereign wealth funds, financial institutions, family
offices and high net worth individuals, from both within and outside the United States.

The minimum commitment for an investor in a Managed Fund varies but is generally in the range
of $3 million to $5 million. A Managed Fund’s general partner may in its sole discretion permit
investments below the minimum amount. The Firm's minimum account size for Separate Account
clients generally is $50 million in target commitments. The Firm is permitted to waive these
minimums at its discretion and does so under appropriate circumstances.

Siguler Guff Advisers, LLC (SEC No. 801-49482)
Form ADV - Part 2A