Scope of Services: Carta Fund Administration (UAE*)

SERVICE

CARTA RESPONSIBILITIES

CLIENT RESPONSIBILITIES

Maintain accounting books and records

Maintain and update schedule of investments on Carta platform, including total capital called and distributions

Provide Carta with:

• Fully executed operating agreements with list of commitments and carry percentage by member

• Subscription packets

• Side letters (if applicable)

• Investor W-8s/W-9s(FATCA forms), CRS self-cert forms and up-to-date contact information

Valuations updated at quarter-end

Provide Carta with:

• Accrual adjustments:

  • 45 Day Reporting: Provided within 10 business days after quarter end.

  • 60 Day Reporting: Provided within 15 business days after quarter end.

• Prices per share and/or ending valuation of ownership for updated valuation:

  • 45 Day Reporting: Provided within 10 business days after quarter end.

  • 60 Day Reporting: Provided within 15 business days after quarter end.

Valuations loaded 48 hours* after receipt from Client

Provide documentation to support transactions and valuations

Completion for dissolution of the business at end of life of the applicable entities

Maintain GP entity accounting books and records

Capital transaction tracking of GP entity by member (contributions, distributions)

• Provide breakdown of GP contribution amongst partners

• Executed Operating and Subscription agreement

Annual cash reconciliation and valuation updates per fund statements for GP entity

Provide any invoices for expenses or any accruals

Annual invoice payments

Client to provide invoices any other supporting documents (if applicable)

Maintain annual accounting books and records for GP entity with read-only access granted to Client for review of balance sheet, income statement, and general ledger

Banking and payment of expenses

Set up wires for client approval for all investments, expenses, and cash activity

Lead time for wire requests is T+1*. All requests to be received after 12pm Singapore Time will be initiated the next business day

Provide read-only access to fund’s bank account with the ability to set up wires (bank must have two step-authorization capability and account must be in fund’s name)

Confirm all fund expenses (including management fee calculations) are done in accordance with the operating agreements

Client to provide approval for payments and the relevant supporting documents

IFRS financial reporting

External unaudited financial reporting package distributed quarterly to investors produced via Carta platform with format shown in Exhibit 2:

Provide fund newsletter (if applicable)

Balance Sheet

Statement of Operations

Schedule of Investments

Statement of Changes

Partners' Capital Statements

Net IRR, Deal Level IRR, RVPI, TVPI, and DPI are available on Carta platform

Client-provided fund newsletter posted with the Carta report package (if applicable)

Year-end filings, audit, and tax process

Carta will manage year-end audit (if applicable) and tax timeline as agreed upon between Carta, Client, and auditor (and no fewer than 90 days after the fiscal year end):

Draft and maintain timeline for all parties involved

Provide execution of the engagement letters, audit rep letter, audit confirms, and tax returns

Provide books and records to auditor and tax provider

Timely completion of regulatory business filings

Provide supporting documentation to auditor and tax provider along with answering questions

Collection of financials and other valuation support for portfolio companies

Manage relationships with auditor and tax provider

Client is responsible for any regulatory filing requirements and such filing or reporting will not be handled by Carta

Completion of auditor-provided template for audit confirms; auditor to send and collect from various parties (portfolio companies, banks, legal counsel, etc.)

Auditors appointed by the client will handle the preparation of the financial statement

All documents to auditors and tax teams will be shared through Carta platform, Box

Tax and audit report distribution on Carta platform

Capital calls

Lead time for Capital call requests is T+1*. All requests to be received after 12pm Singapore Time will be initiated the next business day

Provide percentage or dollar amount to be called

The following are available on Carta platform:

• Calculation by investor, letter preparation and distribution

• Tracking receipts of payments

• Follow-ups to investors provided with Client discretion 24 hours* post-due date

Notification of commitment or carry percentage changes by member

Cash distributions

Perform waterfall calculations in accordance with the operating agreement

Provide dollar amount to be distributed and provide final sign-off on calculations.

5 business day notice required for distribution requests.

Work with investors to confirm wire instructions

Ensure that investors have updated their bank account details on Carta’s portal

Draft and publish letters through Carta platform

Set up wires in bank account

Stock distributions

Perform waterfall calculations in accordance with the operating agreement

Provide number of shares to be distributed and provide final sign-off on calculations.

Draft and publish letters through Carta platform

Engagement with third-party brokerage

Work with third-party brokerage to facilitate distribution

Maintain investor information on Carta platform

Contact preferences to be maintained on Carta platform upon request; investors can also update their own information through Carta platform

Review of KYC related documents as part of the investor acceptance process

Provide AML/KYC documents collected from investors.

Responding to ad-hoc investor queries of a routine nature (such as queries on NAV, commitment etc)

All bulk communications will be done via Carta platform and it will serve as a document repository for such communications (capital calls, distributions, quarterly/annual reports, investor update letters, tax documents, etc.)