Aberdeen Private Equity (Ordinary Share) APEF

Objective:

Management Contract & Fees:

The Investment Manager will be paid by the Company an investment management fee equal to 1.5% of the Net Asset Value per Share Class (before deducting the amount of that months investment management fee and any performance fee) from which it may, at its discretion, pay an annual trail commission to Qualifying Intermediaries and others. If the Company wishes to terminate the Investment Management Agreement without cause it is required to give the Investment Manager 12 months prior notice or pay to the Investment Manager an amount equal to: (a) the aggregate investment management fee which would otherwise have been payable during the 12 months following the date of such notice; and (b) the aggregate of any accrued Performance Fee in respect of the then-current Performance Period. The fees paid to the Administrator will be up to 6 basis points of Net Asset Value, subject to a minimum of 50,000 per annum or such other amount as may be agreed between the Company and the Administrator from time to time in accordance with the Administration and Secretarial Agreement. The Custodial will be paid a custody fee of up to 6 basis points of Net Asset Value subject to a minimum of GBP 10,000 per annum or such other amount as may be agreed between the Company and the Custodian in accordance with the Custodian Agreement. The Custodial will also be paid transaction fees by the Company as agreed in writing from time to time between the Company and the Custodian.