ILPA Private Equity Principles Endorsements (Updated: April, 2017) Historically, the private equity partnership structure has been effective in aligning the interests of investors (the “limited partners”) with those individuals managing the money (the “general partner”). By sharing a substantial portion of profits with the general partner and requiring the general partner to have a meaningful equity interest in their own funds, a business culture was created where most private equity firms were able to maintain a single-minded determination to maximize returns on the underlying investments. The principles contained herein are a means to restore and strengthen the basic “alignment of interests” value proposition in private equity. Certain terms and conditions that have gradually evolved should receive renewed attention in private equity partnership agreements entered into prospectively in order to (i) correctly align interests between general partners and limited partners, (ii) enhance fund governance and (iii) provide greater transparency to investors. A summary of private equity principles is provided below. Appendix A contains details on preferred private equity terms, and Appendix B contains best practices for Limited Partner Advisory Committees (“LPAC”). The concepts contained in these documents reflect suggested best practices and are intended to serve as a basis for continued discussion among and between the general partner and limited partner communities with the goal of improving the private equity industry for the long-term benefit of all its participants. These documents were developed through the efforts, contributions and collaboration of many institutional private equity investors and their senior investment officers, the Institutional Limited Partners Association (“ILPA”) and the Private Equity Principles and Best Practices Committee of the ILPA Board of Directors. They reflect the input and feedback from these market leaders and from discussion amongst limited partners at ILPA roundtable events and from a comprehensive survey/questionnaire of the ILPA membership. Endorsement of the ILPA Private Equity Principles The ILPA has authored the ILPA Private Equity Principles, a document that contains best practice concepts and that speaks to issues relating to the alignment of interest between general partners and limited partners, fund governance and transparency and reporting. It is intended to serve as a common framework for continued discussion among and between the general partner and limited partner communities with the goal of improving the private equity industry for the long-term benefit of all its participants. Endorsement of these Principles is an indication of general support for the efforts of the ILPA and industry supporters to contribute to an effort to strengthen the basic “alignment of interests” value proposition in private equity. The authors, sponsors and the groups below that have provided an endorsement of these Principles are not specifically committing to (nor seeking the commitment) of any private equity investor to each and every outlined term. The following organizations have recently added their endorsement to the ILPA Private Equity Principles: ABB Merchant Banking CapRidge Partners, LLC CrowdOut Capital Indiana Public Retirement System (INPRS) Lighthouse Funds, LLC M&G Private Funds Investment SDS Capital Group Sky Tree Partners Yesna Capital Complete list of organizations that have endorsed the ILPA Private Equity Principles: ABB Merchant Banking General Partner* Aberdeen Asset Management Adveq Management AG Abu Dhabi Investment Authority AEW Capital Management Access Capital Partners Al Masah Capital Limited Achmea Investment Management B.V. Allianz Capital Partners GmbH Acorn Growth Companies Insurance Company* Advanced Capital Almanac Realty Investors, LLC Institutional Limited Partners Association 55 York Street, Suite 1200 Toronto, ON M5J 1R7 (416) 941-9393 AlpInvest Partners Inc. Chicago Teachers’ Pension Fund Alsis Funds, LLC Chrysler Group, LLC Alterna Capital Partners City of Philadelphia Board of Pensions and Altius Associates Limited Retirement American Trading & Production Corporation Clayton, Dubilier & Rice, Inc. Amero Global Investors, LLC CLSA Capital Partners AP2 - Second Swedish National Pension Fund Colleges of Applied Arts and Technology Pension AP6 - Sixth Swedish National Pension Fund Plan Apax Partners Coller Capital APG Asset Management Colony Capital, Inc. Apollo Global Management, LLC Colorado Public Employees' Retirement Association ARA Asset Management Limited Congress Asset Management Company Arcano Capital Continuity Capital Partners Ares Management, LLC Conundrum Capital Corporation Argos Investment Partners, LLC Crestview Partners Asia Alternatives CrossBay Capital Partners Asian Development Bank CrowdOut Capital Avenue Capital Group CS Capital Management, Inc. Corporate Pension* CVC Capital Partners Bay Hollow Associates, LLC Danske Bank Belgian Investment Company for Developing DEG - Deutsche Investitions-und Countries Entwicklungsgesellschaft mbH BlackRock Alternative Investors Deutsche Asset & Wealth Management - Real Estate The Blackstone Group (RREEF) Blue Sky Group B.V. Diamond Capital Management Inc. Bridgepoint Advisers DKA Capital British Columbia Investment Management DMLT - Investment Café Corporation Doughty Hanson Partners, LLP Brockton Capital, LLP Durbin Bennett Peterson - Private Wealth Brookfield Asset Management Management, LLP BT Pension Scheme Management Limited The Edgewater Funds The California Public Employees' Retirement System EIG Global Energy Partners (CalPERS) EIV Capital California State Teachers' Retirement System Employees Retirement System of Texas Camden Living Employees' Retirement System of the State of Hawaii Canada Pension Plan Investment Board Energy Trust Partners Canada Post Pension Plan Equity International Canadian Medical Protective Association Export Development Canada Canyon Capital Realty Advisors F&C Investment Business Limited Capital Analytics Falcon Investment Advisors, LLC Capital Dynamics Fifth Third Bancorp Capri Capital Partners, LLC Financiere Arverne CapRidge Partners, LLC Finnish Fund for Industrial Cooperation Ltd The Carlyle Group Fire and Police Pension Association of Colorado Casa Grande De Cartagena, S.L. First Reserve Castik Capital S.à r.l. Florida State Board of Administration Castlelake FMO Catalina Partners Fondaction CSN Catalyst Capital Group Inc. Franklin Park Associates, LLC CB Richard Ellis Investors Fusion Investments Ltd. CBO Investment Management, Ltd Future Fund Management Agency CDC Group Generation Investment Management CDIB Capital GenSpring Family Offices CDP Capital GIC Special Investment Pte Ltd Center for Investor Welfare and Corporate Gilde Buy Out Partners Responsibility, UC Davis GI Partners Centinela Capital Partners The Gores Group Charterhouse Capital Partners Guardians of New Zealand Superannuation Institutional Limited Partners Association 55 York Street, Suite 1200 Toronto, ON M5J 1R7 (416) 941-9393 GVFL Limited MN Hamilton Lane Advisors M&G Private Funds Investment HarbourVest Partners, LLC Public Pension* Harrison Street Real Estate Capital, LLC Moreland Management Company Health Evolution Partners Morgan Creek Capital Management, LLC Investment Company* Multiples Alternate Asset Management Heitman National Capital Partners Hellman & Friedman, LLC National Council For Social Security Fund, P.R.C Hermes GPE, LLP Nationwide Mutual Insurance Company HgCapital NB Private Equity Partners Hillenbrand Capital Partners New York City Employees' Retirement System The Hong Kong Jockey Club New York City Fire Department Pension Fund, Horizon Equity Partners Subchapter 2 HPE Growth Capital New York City Police Pension Fund, Subchapter 2 Hunt Consolidated Inc. New York State Common Retirement Fund Corporate Pension* New Zealand Venture Investment Fund IDFC Limited NewParadigm IFM Investors (Industry Funds Management) Nexus Group IFU Nordic Capital Indiana Public Retirement System (INPRS) Northern Pacific Group Industriens Pension Norfund Intellecap Northleaf Capital Partners Inverness Management, LLC Nossaman, LLP Invesco Real Estate NSL & Co. International B.V. Iowa Public Employees' Retirement System Oaktree Capital Iron Point Partners, LLC Ohio State Teachers Retirement System Jaguar Growth Partners, LLC Omnivore Capital J.G. Assis de Almeida & Associados Onex JP Morgan Private Equity Services Ontario Municipal Employees Retirement System Kenyon College (OMERS) Private Equity KERN Partners Ltd. Ontario Teachers' Pension Plan Board Kerogen Capital OPTrust Private Markets Group Kindle Capital Management Inc. Oregon State Treasury Kohlberg & Company, LLC Ostrich Investments Cayman Limited Kohlberg Kravis Roberts & Co PAMA Group Kusuntu Partners Panoramic Growth Equity L&B Realty Advisors, LLP Pantheon Ventures, LLP LaSalle Investment Management Parkway Properties, Inc. Lee Equity Partners, LLC Partners Group Leonard Green & Partners PCCP, LLC Leopard Capital PCG Capital Partners, LLC Lighthouse Funds, LLC Penfund Lindsay Goldberg & Co. Public Pension* Lion Capital The Public Sector Pension Investment Board (PSP) The Lionstone Group Pension Consulting Alliance, Inc. Lockheed Martin Investment Management Company Performance Equity Management, LLC Los Angeles City Employees' Retirement System Permira Advisers Ltd. Loyola University Chicago PFA Pension LP Analyst PineBridge Investments LP Capital Advisors Platinum Equity Capital Partners MacFarlane Partners Primary Wave IP