Unofficial Management Inc

“Item 5. Fees and Compensation.” The Adviser’s personnel generally invest in the Funds indirectly
through the Funds’ general partners and therefore will generally not pay Carried Interest with respect
to their indirect investments in the Funds.
The existence of a performance-based compensation has the potential to create an incentive for the
Adviser to make investments that are riskier or more speculative on behalf of a relevant Fund than
would be the case in the absence of such compensation. The payment of Carried Interest at varying
rates creates an incentive for the Adviser to disproportionately allocate time, services, and functions
to Funds paying Carried Interest at a higher rate, or allocate investment opportunities to such Funds.
Generally, and except as may be otherwise set forth in the Governing Documents of the Funds, this
conflict is mitigated by (i) certain limitations on the ability of the Adviser to establish new investment
funds, and (ii) trade allocation policies and procedures. The Adviser’s policy seeks to allocate
investment opportunities among all Funds fairly, to the extent practicable and in accordance with
each Fund’s applicable investment strategies, over a period of time.
Certain of the Funds are set up as “parallel fund structures”. In such structures, a parallel Fund will
invest in parallel with a main Fund under the same strategy, with the parallel Fund investing its pro
rata share in each of the main Fund’s investments.

Item 7:    Types of Clients
The Adviser’s only clients are the Funds, which are structured as private investment companies
exempt from registration under the Investment Company Act. Certain qualifications and conditions
are imposed on investors in the Funds. Investment advice is provided directly to the Funds (subject
to the direction and control of the General Partners of the Funds) and not individually to Investors in
the Funds.
Each Fund generally has a minimum investment amount for third-party Investors, and interests in
the Funds are generally offered and sold solely to those Investors meeting certain suitability
requirements. Interests in certain vehicles may be offered to Adviser personnel who are qualified
knowledgeable employees of Variant. The minimum investment amounts referenced above may be
waived by the Adviser in its sole discretion.