SouthOcean Capital Partners LLC

Item 5: Fees and Compensation

As compensation for advisory services provided to the Funds, SouthOcean receives a management fee
from each Fund, payable quarterly in arrears, as set forth in each Fund’s organization or offering
documents. The management fee is not negotiable, although SouthOcean retains the discretion to waive
fees for one or more investors, in whole or in part, without notification to other investors. The management
fee is deducted from the capital accounts corresponding to each investor’s interest in the Fund or, in certain
instances, SouthOcean will make a capital call from investors for the management fee. SouthOcean does
not currently receive fees from underlying real estate investments held in the Funds (excluding co-
investments). In the event such fees are received in the future, they will be applied to offset the
management fee as further described in the offering documents of the Funds.

Unless a Fund’s governing documents set forth specific criteria for determining when an investment is
permanently impaired, an investment will be deemed permanently impaired when SouthOcean determines
impairment in accordance with its valuation policy. Once an investment is deemed permanently impaired,
an amount equal to the difference between the acquisition cost and the fair value of the investment will be
removed from the invested capital, and that reduction will impact management fees calculated beginning
in the quarter in which the impairment was deemed to be effective.

To the extent a portfolio investment continues to depreciate after SouthOcean has declared it permanently
impaired, we will further mark down its fair value and remove the amount of that incremental further
markdown from the management fee base, in each case in accordance with our valuation policy. To the
extent an investment appreciates after we have declared it permanently impaired, we will not mark up its
fair value for management fee purposes.

SouthOcean Capital Partners, LLC

Regarding SouthOcean’s other business activities as described in Item 4 above, SouthOcean receives
consulting fees with respect to non-discretionary, impersonal consulting services that are provided to an
unaffiliated family office. From time-to-time SouthOcean receives fees for management and administrative
services provided to certain vehicles established for the purpose of making investments which are not
suitable for one of SouthOcean’s existing real estate Funds, or for monitoring investments which were made
during a period of time when none of the existing Funds had an open commitment period.

As a member of the various Managing Member entities, SouthOcean also receives carried interest pursuant
to the ownership percentage as outlined in each respective Fund’s LLC agreement.

Other Expenses

In addition to the management fee, each investor in the Funds bears its allocable share of expenses
associated with the operations of the Funds. These expenses include, among others:

    •   All organizational expenses incurred by SouthOcean and its affiliates in connection with the
        formation and organization of the Funds (up to the limit as specified in the applicable Funds’
        governing documents).

    •   All expenses incurred in connection with the investigation, acquisition, development, financing,
        management, operation and disposition of any Real Estate Investment, including, without limitation,
        property management, leasing agent, sales agent, brokers, construction manager and trustee fees
        and expenses, appraisal, engineering, architectural and environmental expenses, real estate
        commissions, development and capital expenditures expenses relating to the restoration, repair
        and improvement of property, taxes, all travel expenses, long distance telephone expenses,
        accounting expenses, financial and servicing fees, legal fees and disbursements, transfer agent
        and custodial fees and expenses, expenses of other service providers, advisers and consultants,
        costs of subscriptions for databases for market research, insurance and indemnification expenses,
        and registration expenses.

    •   All out-of-pocket expenses incurred in connection with the preparation or delivery of, or otherwise
        relating to reports or other communications made to the members and for maintaining the Funds’
        books and records, including, without limitation, audit costs and costs of any investor portal.

    •   The Funds’ pro rata share of all costs incurred in connection with the preparation of or relating to
        reports required to be filed by the Funds or the Managing Member or any of its affiliates in
        connection with the business of the Funds with any governmental authority, including, without
        limitation, any taxing authority (including, but not limited to, Form PF);

    •   All costs related to litigation involving the Funds or any real estate Investment or any other
        extraordinary matter, including, without limitation, attorneys’ fees incurred in connection therewith.

    •   All expenses incurred in connection with the hiring of any independent appraiser relating to the
        proposed transfer of any real estate investment to a Long-Term Hold Vehicle.

    •   All costs related to the Funds’ indemnification or contribution obligations as set forth in the
        Operating Agreement.

    •   Interest and principal on and fees and expenses arising out of all permitted borrowings made by
        the Funds.

    •   The costs of any litigation, director and officer liability or other insurance (including allocated costs
        thereof incurred by SouthOcean) and indemnification or extraordinary expense or liability relating
        to the affairs of the Funds.

SouthOcean Capital Partners, LLC

    •   Expenses (including reasonable travel expenses) of the Advisory Committee and its meetings.
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Item 7: Types of Clients

SouthOcean’s sole clients are the Funds, each of which invests, directly or indirectly, in real estate assets.
Underlying investors are subject to applicable eligibility requirements. The offering documents of each
Fund contain minimum amounts for investment by prospective investors in such Funds, which may be
waived by SouthOcean.