Small Cap Growth Product

ENNISKNUPP – Infrastructure Partnership Questionnaire

Please complete and return via e-mail to

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Date:

Organization Information

13) For the proposed partnership, please list the assets gained and number of accounts gained in fund raising to date.

14) For the proposed partnership, please discuss the firm’s current asset-raising activities and goals for growth of assets. What is the targeted partnership size and what is the cap?

15) Please provide a brief history/timeline of the firm’s growth and development since inception.

16) Has the firm ever changed service providers? If so, please list the previous service provider and the reason for the change.

17) Describe the firm’s current ownership structure and any changes over the past three years. Please list the percentage owned by employees in total and individually.

18) Describe any employee departures over the past three years along with their title and reason for departure.

19) Have any of your investment professionals or key staff members ever been disciplined by or settled enforcement actions of any sort with regulatory authorities?

20) Have any of your investment professionals or key staff members ever been involved in a lawsuit related to their business activities?

21) Do all firm professionals work exclusively for the firm? Are any of the key investment professionals involved in other businesses? If so, how much time is devoted and what is the nature of the business?

22) Does the Partnership have a Board of Directors? If so, list names of members and how often they meet.

23) Are any of the principals related to key staff?

24) Do key man provisions exist for the partnership? If so, please explain.

25) Describe the firm’s compensation structure.

26) Please provide detailed academic and professional biographies of key investment professionals.

27) Please provide an organization chart and describe any changes in organizational structure over the past three years.

28) Describe the responsibilities of different position titles within the investment staff.

29) Describe the decision-making process. Who is ultimately responsible for making key operational decisions and who is responsible for making key investment decisions?

30) List the firm’s key professionals in the following table:

Key Investment Professionals

31) How much of the key investment professionals’ liquid net worth is invested in this partnership?

32) What information is available to clients on a monthly, quarterly, and annual basis?

33) Do you believe yourself to be a fiduciary of client assets? Please state why or why not.

34) Does the firm carry fiduciary liability insurance? If so, please describe the coverage and the amount.

35) Please describe any potential conflicts of interest faced by the organization, the partnership, or its investment professionals and how the potential conflicts are managed. Please describe how any affiliates or other divisions of the firm (other than asset management) can/will derive revenue from the partnership. (Please be thorough)

36) Are any future changes/improvements to the organization anticipated? (Ex: expanding the research staff, additional technology spending, etc.)

37) Please provide names and phone numbers of three investor references and/or industry colleagues.

38) Describe any third party marketing relationships and how the marketing firms are compensated.

39) Are other functions outsourced?

40) Briefly describe back-up systems and disaster recovery plans in place and provide a copy of these plans.

41) Has the firm established a Code of Ethics and/or formal compliance procedures? Please explain and provide copies of the documents if available.

PartnershipInformation (most recent quarter-end)

61) Briefly describe current investment philosophy and process. Please touch on:

A) Deal Flow

B) Due Diligence and Selection

C) Negotiation and Closing

D) Use of Leverage

62) How are investment candidates identified? (For example, are quantitative screens, models, outside consultant research, etc. used?)

63) Describe how positions are sized. What portion of the portfolio is comprised of “core” positions? Does level of conviction factor into position sizing? Please state any relevant investment restrictions or limitations.

64) Please describe risk management limits and systems in place. Are specific risk management policies and procedures in writing? If so, would you be willing to share copies with EnnisKnupp?

65) Are side pocket investments allowed? If so, what is the maximum percentage of assets allowed in side pockets? Are con-investments permitted?

66) Are Advisory Board seats available at a certain minimum level of commitment? If yes, what is this dollar amount?

67) Describe views on tax-sensitivity and how the partnership is managed with respect to this issue.

68) Describe any changes in investment philosophy or process over the past three years. Are any changes to investment philosophy or process anticipated in the future?

69) Describe current market conditions as they relate to asset availability – what do you believe to be the size of your opportunity set? How would you characterize deal flow?

70) How many brokers or banks extend leverage to the partnership?

71) What is the process for and who is responsible for valuing the partnership’s assets? In addition, please describe the relationship between agents responsible for valuing the partnership assets and partners in the fund. Please attach a copy of your firm’s valuation policy?

72) How often is each investment in the portfolio appraised?

73) To what extent are your investment professionals involved in the valuation process?

74) Alternative investments have come under increasing audit scrutiny as a result of a 2006 AICPA Practice Aid for Auditors entitled, “Alternative Investments – Audit Considerations.” Please explain how you independently confirm the valuations of the underlying fund infrastructure investments.

75) Within how many days of quarter-end (and year-end) can we expect to receive fund reports?

76) Does your partnership enter into side-agreements, which give certain investors preferential terms over the standard terms provided in the partnerships’ documents? This could include preferential fee rates, better liquidity, etc.

77) If you have other partnerships that might compete for assets with the partnership being evaluated, describe the allocation process and procedures in place to ensure fair treatment for investors.

78) In general, what market environment is the most favorable for this partnership? What environment is least favorable? Are there certain market cycles that could create challenges for the partnership (i.e., a high interest rate environment, a recession, etc.)?

79) How does the firm limit its counterparty risk? Do you have a report summarizing counterparty risk exposures? What is the minimum credit rating for counterparties? What is your typical exposure to non-broker counterparties as a percentage of assets?

80) Under the partnership structure, does the custodian (prime broker) see the manager or the client as the owner of the assets?

81) Do any employees of the investment company have authority to withdraw funds from the account or only the authority to trade/purchase the assets?

82) How many signatures are required to disburse funds? Please list the names and titles of the authorized signers. If the firm has formal fund disbursement procedures in writing, please include a copy.

83)What is your competitive advantage or edge? What makes the investment team, organization, or investment strategy unique?

84) Are newpartnerships currently being incubated? If so, please describe the partnerships and estimated availability for investment.

85) What indices or group of peer investment managers are most appropriate for understanding the market dynamics of the partnership?

86) Please provide a description of compliance policies and procedures.

87) Describe your thoughts on partnering/ consortiums. Will you partner in your investments? Will you be willing to be a minority interest in a consortium, or will you always be the lead investor?

88) Describe how your firm intends to add value to assets after they are purchased. Please provide an example of how the firm’s active participation has enhanced client value after closing a deal.

89) Is there a “Most Favored Nations” clause in your Limited Partnership Agreement?

90) If a Limited Partner may be sensitive to Unrelated Business Taxable Income (“UBTI”), how is that addressed in your Limited Partnership Agreement?

91) Preferred investments will be those that exhibit the highest degree of management accountability and alignment of interests. Describe how the structure of your partnership has aligned the interests of your firm with your investors.

92) Prudent use of sustainable development methods and operational practices when reasonable and economically feasible are encouraged. Please describe environmental risk mitigation strategies employed in your current partnerships.

93) In circumstances where the Partnership is working with a state, local or municipal agency to establish public, private partnerships (PPP’s) and/or to bid on public offers for sale, lease of management of public assets, describe how the partnerships will recognize the important role of contribution of public employees to the development of operation of such assets. How will the partnership make good for the efforts to ensure that such transactions minimize adverse impact on employees.

94) Illinois law would prohibit the use of contingent and placement fees. According to the statute, no person or entity shall retain a person or entity to attempt to influence the outcome of an investment decision of or the procurement of investment advice or services of a retirement system for compensation, contingent in whole or in part upon the decision or procurement. (40 ILCS 5/1-145). Please discuss, what, if any, impact this would have on your potential selection.

Other Information

In addition to completing this questionnaire:

• Please provide the information requested in the diversity spreadsheet (Exhibit A)

• Please provide a copy of the offering documents and subscription agreements.

• Please provide a copy of Form ADV Part II.

• Please provide copies of audited financial statements for the Fund and management company for the last three years (or for as many years as the information is available).

• Please provide a copy of a due diligence report for an approved partnership investment and a declined one.

• Please provide samples of reports/transparency that investors receive on a periodic basis.

• Please provide a copy of your Responsible Contractor Policy

Thank you for your time and assistance in completing this questionnaire. Please feel free to contact Dan Kim (312-715-2923) if you have any questions.

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