A. General Description of Advisory Firm GLG Partners LP is a limited partnership registered under the Limited Partnership Act of 1907 of England and Wales with its principal place of business in London, England. GLG Partners LP which is authorized and regulated by the Financial Conduct Authority in the United Kingdom, offers advisory or sub-advisory services to non-U.S. and U.S. institutional managed accounts and pooled investment vehicles on either a discretionary or non-discretionary basis. GLG Partners LP offers discretionary investment advice and/or management services according to the stated investment objectives, restrictions and policies of each client. The general partner of GLG Partners LP is GLG Partners Limited which is ultimately owned by Man Group plc, which is listed on the London Stock Exchange and is a component of the FTSE 250 Index. Man Group plc, through its investment management subsidiaries (collectively, "Man"), is a global alternative investment management business and provides a range of fund products and investment management services for institutional and private investors globally. As of December 31, 2019, Man had approximately $117.7 billion of funds under management.

GLG Partners LP has full discretionary advisory investment management authority with respect to investment decisions for pooled investment vehicles, including private funds (the "Funds") and managed accounts. GLG Partners LP's advice with respect to the Funds and managed accounts is made in accordance with the investment objectives and guidelines as set forth in the applicable GLG Partners LP Fund's offering memorandum or the managed account's investment management agreement. Certain clients of GLG Partners LP invest in the Funds and those clients have been reflected in responses to these questions as investors in the Funds. “Funds” include one or more funds that GLG Partners LP, affiliates or employees have seeded or invested over 25% of the capital of such Funds. Important information regarding each Fund and managed account, which includes investment objectives, risks, strategy, fees and other material information, including applicable conflicts of interest is contained in each Fund’s offering documents and in each managed account's investment management agreement, as the case may be. As used herein, the term "client" generally refers to each Fund and each beneficial owner of a managed account. GLG Partners LP may offer advisory services to non-discretionary accounts whereby GLG Partners LP has on-going responsibility to select or make recommendations, based upon the needs of the client, as to financial instruments the account may purchase or sell and, if such recommendations are accepted by the client, GLG Partners LP would be responsible for arranging or effecting the purchase or sale. Certain affiliated advisory firms are considered to be “Participating Affiliates” of GLG Partners LP (as that term is used in relief granted by the staff of the Securities and Exchange Commission (“SEC”)) allowing investment advisers registered with the SEC to use portfolio management, operations, and trading resources of advisory affiliates and personnel subject to the supervision of an SEC-registered adviser. Professionals from such Participating Affiliates may render portfolio management, valuation, operations, research, risk management, trading or other related services to GLG Partners LP clients and/or GLG Partners LP as affiliated “associated persons” of GLG Partners LP and are subject to supervision by GLG Partners LP. In addition, GLG Partners LP may provide portfolio management, risk management, research, or other related services to the Participating Affiliates under separate services agreements. Fees may be paid by and received from the parties under these arrangements. GLG Partners LP complies with applicable U.S. securities regulations only with respect to its U.S. clients. Man provides a number of centralized functions to GLG Partners LP, which includes trading, risk management, operations, middle office accounting, finance, proxy voting, class actions, human resources, facilities, tax, legal, compliance, information technology, among other such services. GLG Partners LP utilizes investment management, cash management, research, investment models, client servicing, sales and marketing capabilities of its affiliates in providing services to its clients. In addition, GLG Partners LP’s affiliates may utilize its investment management, research, and other services in providing services to their clients.

While much of this brochure applies to all of GLG Partners LP’s U.S. clients, certain information applies to specific U.S. clients only. Important information regarding each fund and managed account, which includes investment objectives, risks, strategy, fees and other material information, including applicable conflicts of interest regarding relationships with affiliates, is contained in each fund’s offering documents and in each managed account's investment management agreement, as the case may be. B. Description of Advisory Services Please see Item 8 herein. This Brochure generally includes information about GLG Partners LP and its relationships with its clients and affiliates. While much of this Brochure applies to all such clients and affiliates, certain information included herein applies to specific clients or affiliates only. This Brochure does not constitute an offer to sell or solicitation of an offer to buy any securities. The securities of the Funds which are “private funds” are offered and sold on a private placement basis under exemptions promulgated under the Securities Act of 1933, as amended (the "Securities Act"), and other exemptions of similar import under U.S. state laws and the laws of other jurisdictions where any offering may be made. In the U.S., shares in the Funds are generally offered on a private placement basis to U.S. persons, and outside the U.S., in accordance with Regulation S of the Securities Act with respect to non-U.S. persons, and subject to certain other conditions, which are fully set forth in the offering documents for the Funds. The interests in the Funds are generally offered in the U.S. on a private placement basis, pursuant to Section 3(c)(7) of the Investment Company Act of 1940 (“Company Act”), to persons who are "accredited investors" as defined under the Securities Act and "qualified purchasers" as defined under the Company Act, and subject to certain other conditions, which are set forth in the offering documents for the Funds. Persons reviewing this Brochure should not construe this as an offer to sell or solicitation of an offer to buy the securities of any of the Funds described herein. Any such offer or solicitation will be made only by means of an offering memorandum. C. Availability of Customized Services for Individual Clients GLG Partners LP's investment decisions and advice with respect to each Fund are subject to the Fund's investment objectives and guidelines, as set forth in its offering documents. Similarly, GLG Partners LP's investment decisions and advice with respect to each managed account are subject to each client's investment objectives and guidelines, as set forth in the client's investment management agreement, as well as any written instructions provided by the beneficial owner to GLG Partners LP. A Fund may issue other classes, sub-classes, tranches, sub-tranches and/or series (or sub-series) of shares or interests, as applicable, in the future (or enter into "side letter" agreements with certain investor(s) that alter, modify or change the terms of the shares or interests, as applicable, held by the investor(s)), which may differ and may be more favorable from the shares or interests, as applicable, currently offered by the Fund in terms of, among other things, performance compensation, management fee, redemption rights (including redemption dates and notice periods), currency denomination, minimum and additional subscription amounts, informational rights and other rights. New classes, sub-classes, tranches, sub-tranches and/or series (or sub-series) of shares or interests, as applicable, may be issued (or "side letter" agreements may be entered into) by a Fund's board of directors, in its sole discretion, on behalf of the Fund, in consultation with GLG Partners LP, without providing prior notice to, or receiving consent from, existing investors. The terms of such classes, sub-classes, tranches, sub-tranches and/or series (or sub-series) or "side letter" agreements will be determined by the board of directors, in its sole discretion, in consultation with GLG Partners LP. In general, a Fund will not be required to notify investors of any such "side letter" agreements or any of the rights and/or terms or provisions thereof, nor will a Fund be required to offer such additional and/or different rights and/or terms to any or all of the other investors. D. GLG Partners LP’s Collateralized Loan Obligations GLG Partners LP provides investment management services to certain collateralized loan obligation special purpose vehicles (each a "GLG CLO"). Each GLG CLO is a non-U.S. entity that issues rated notes (“Rated Notes”) and non-rated notes (“Equity” and, together with the Rated Notes, “Notes”) under an English law trust deed (a “Trust Deed”). The Notes of each GLG CLO are secured by a portfolio of assets consisting primarily of "Leveraged Loans” (described further below) owned by that GLG CLO and managed by GLG Partners LP pursuant to the terms of an investment management agreement between that GLG CLO and GLG Partners LP. Investors who wish to obtain exposure to Leveraged Loans and similar investments, including, without limitation, high yield bonds, may do so through purchasing Notes issued directly by the CLOs. Investment management agreements and related Trust Deed documentation contain detailed specifications and requirements regarding the types of Leveraged Loans and other assets GLG Partners LP is permitted to acquire on behalf of the GLG CLOs, and specify the circumstances in which we can purchase and sell assets, as well as the overall composition of the portfolio (diversity, concentration, ratings, etc.). These investment guidelines are generally not tailored to the individualized needs of any particular investor or holder of Notes (each a “Noteholder”). At inception, however, specific asset criteria or portfolio guidelines may be established in consultation with certain key, prospective investors. Generally, prospective investors and Noteholders must independently consider whether a particular GLG CLO meets their investment objectives and risk tolerances prior to investing. In connection with the pre-launch phase of each GLG CLO’s lifecycle, GLG Partners LP also acts as investment manager in respect of the “warehouse” assets acquired by that GLG CLO. Generally, such warehouses are expected to be operative for the 6 to 12 month period prior to launch of a GLG CLO, with optionality to extend for a further 12 months, depending upon market conditions. GLG Partners LP and, sometimes, one or more prospective Noteholders provide junior financing to such warehouses, with senior financing provided by the CLO underwriter/arranger. References to CLOs or GLG CLOs infra include such warehousing arrangements. During the warehouse phase of each GLG CLO, GLG Partners LP also acts as “mini-warehouse” provider, pursuant to which role it purchases directly onto its own balance sheet a certain portion (generally 5 to 10%) of the assets intended to be held by that GLG CLO on its launch. The assets so purchased are sold onto the relevant GLG CLO upon its launch. This activity is undertaken in order that GLG Partners LP is able to comply with applicable regulation requiring it to “originate” a certain portion of each GLG CLO’s asset portfolio. E. Wrap Fee Programs GLG Partners LP does not participate in wrap fee programs. F. Assets Under Management GLG Partners LP manages approximately $33 billion in regulatory assets under management on a discretionary basis as of December 31, 2019. ITEM 5 please register to get more info

A fee schedule is omitted because this Brochure is being delivered only to qualified purchasers, as defined in section 2(a)(51)(A) of the Company Act. GLG Partners LP does not maintain a basic fee schedule. The following is a general overview of the types of fees GLG Partners LP charges its clients: A. Advisory Fees and Compensation Fees for each client are determined on a case-by-case basis. Fees for institutional managed accounts are negotiated directly with each managed accounts and may consist of a fee based on assets under management, investment performance or a combination of both. Performance-based fees, if applicable, will be charged in compliance with Rule 205-3 of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). GLG Partners LP Funds Fees charged to the Funds are fully described in the respective Funds' offering document. Generally, with respect to the Funds, GLG Partners LP or its affiliates (i) charge a monthly or quarterly management fee in arrears at annualized rates generally ranging from 0.5% to 2.75%, and (ii) charge performance fees generally up to 25% of net profits and in some cases subject to a “benchmark return”, “high water mark” or “hurdle rate” calculated and payable annually or at the time of a redemption/withdrawal. The specific level of fees depends upon various factors, including the availability of certain investment classes, which may be closed to new investors. Certain share classes of the Funds charge performance fees on a class-by-class (or series-by-series) basis in order to maintain a single net asset value per share within each class (or series, as applicable). In general, this calculation is effected by taking the aggregate amount of appreciation in net asset value with respect to all shares within a class or series, as applicable, for the relevant performance period, and then charging a performance fee to the class or series, as applicable, as a whole. This means that, where a performance fee is payable in respect of a class or series, as applicable, the net asset value per share of all shares in that class or series, as applicable, is reduced equally to reflect the payment of the per share average of the aggregate performance fee for the class or series, as applicable, as a whole, and not the individual performance of those shares, during the relevant performance period. Since the net asset value per share of all shares within such class is reduced to reflect the payment of the performance fee attributable to such class or series, as applicable, it is possible that (i) the net asset value of the shares in such class or series, as applicable, that are held by an investor may reflect the payment of a performance fee even though the net asset value of such shares experienced no appreciation or even depreciated during the relevant period, and (ii) the net asset value of shares held by an investor may bear a disproportionate amount of the performance fee relative to the actual appreciation that such shares experienced during the relevant period. In these cases, the performance fee attributable to a share that is redeemed at any time other than at a date as of which the performance fee is calculated (a "Calculation Date") shall be determined separately for the share that is being redeemed. Accordingly, when a share is redeemed at any time other than at a Calculation Date: (i) the performance fee attributable to such share could be different from the performance fee that would be payable if such share was not redeemed until the Calculation Date; and (ii) the holder redeeming such share would not get the benefit of, or suffer the disadvantage of, the allocation of the performance fee across the class or series, as applicable, as a whole. In the alternative, certain share classes of the Funds may charge performance fees using the full equalization method, which computes fees on a share-by-share basis so that performance fees are only paid on shares that have appreciated in value during the relevant performance period. Certain UCITs funds pay an administration fee to the manager of the UCITs funds which is an affiliate of GLG Partners LP (the “Manager”) of up to 0.50% per annum of average net asset value payable monthly in arrears. The administration fee is used to pay the services of the administrator and administrative services of the Manager as further described in the UCITs funds’ prospectus. Certain non-US share classes of certain Funds may also be subject to up-front sales charges of up to 5% of the initial amount invested, and may be subject to contingent deferred sales charges depending upon the length of time that the shares in the Funds are held as further described in the Funds’ offering documents. Sales charges and contingent deferred sales charges may be reduced or waived. Certain non-US share classes in the Funds may be subject to redemption fees if the shares are redeemed before certain holding periods have elapsed. These redemption fees may be waived for each investor by the directors of the Funds. Certain share classes in the Funds may be subject to distribution fees which generally range from 0.75% to 1.25% per annum of the average net asset value paid monthly, which may be used for distribution and sales costs of the shares, including payments to affiliated and/or unaffiliated distributors. Schedules of fees and performance based fees are set forth in the offering document for each of the Funds, which should be consulted by any prospective investor to determine the applicable level of fees or allocations, when fees are paid, and any conditions on redemptions from the Funds. As permitted, GLG Partners LP or its affiliates may from time to time in its sole discretion and out of its own resources decide to rebate part or all of the management and/or performance fees, and/or distribution fees to some or all investors or to intermediaries. In addition, fees may be negotiable or waivable depending upon a variety of factors, including, among other things, type and extent of advisory services offered, amount of assets under management, the overall relationship with the investor and other services offered to the investor. GLG Partners LP or affiliates may pay a portion of its fees to distributors or intermediaries of the Funds. GLG Partners LP’s fees and compensation will be shared from time to time with its affiliates. GLG Partners LP or its affiliates may also invest client or Fund assets in investments that charge additional fees or are subject to additional allocations (including other Funds advised by GLG Partners LP or its affiliates ("Affiliated Funds")). Clients or investors may therefore indirectly bear (i) advisory fees or an allocation (including management, performance, administrative, or other fees or a performance allocation) to GLG Partners LP or its affiliates and (ii) fees charged by the underlying investment. Investments that charge additional fees may include, but are not limited to, money market funds, short-term investment vehicles, exchange traded funds, pooled investment vehicles, special purpose investment vehicles and alternative investment vehicles. If a client or Fund invests in any Affiliated Fund, the performance compensation and management fee otherwise payable to GLG Partners LP or its affiliate at the Affiliated Fund level will generally be waived by such Affiliated Fund. The administrative fee (if any) may or may not be waived. Generally, the investment management agreements with clients may be terminated by either party in accordance with the terms and notice period described in each investment management agreement. GLG Partners LP’s investment management agreements are generally terminable with prior written notice, without penalty, or upon a breach, and/or also may be automatically renewed. GLG CLOs Subject to the terms of the agreements and governing documents, GLG Partners LP is paid by each GLG CLO, on a quarterly basis in arrears: (i) senior and subordinated management fees that equal 0.50% (on a combined basis) of the collateral balance (split between 0.15% of senior management fee and 0.35% of subordinated management fee); and (ii) incentive fees, which consist of an agreed upon percentage of excess cash flow (typically 20%) payable following the receipt by Equity holders of a specified internal rate of return calculated and paid at the point of liquidation of that GLG CLO (collectively, the “CLO Management Fees”). CLO Management Fees are calculated in accordance with the terms of the relevant investment management agreement and paid to GLG Partners LP from the income generated by the GLG CLO asset portfolio in accordance with a priority of payments specified in the relevant Trust Deed. Senior management fees have a higher payment priority than subordinated management fees, which are paid only to the extent cash flow remains after the GLG CLO has satisfied the debt service on the Rated Notes and has satisfied other third party fees and expenses. CLO Management Fees are generally not negotiable by holders of Rated Notes. Neither GLG Partners LP nor its employees accept compensation for the sale of securities or interests in the GLG CLOs. Fees, in general, may vary and, in some cases, may be negotiable by the controlling class/key investors in the Equity. Subject to the terms of the respective investment management agreements and Trust Deeds, the GLG CLOs are typically responsible for their own organizational and transactional expenses. Such expenses include, among others: (i) legal, marketing, accounting, trustee, custodial and administration expenses associated with its organization and operation; and (ii) the implementation and execution of the investment strategy, including research, consultants and assignment fees. These charges and expenses are exclusive of and in addition to GLG Partners LP’s management and incentive fees. Subject to the terms of the management agreements and the CLO Trust Deeds, GLG Partners LP may be reimbursed by the GLG CLOs for certain out of pocket expenses incurred in performing its obligations under the management agreements, such as subscriptions for pricing services, software, legal and other professional fees, fees to rating agencies, consultants, auditors, accountants, and back office service providers and other expenses contemplated in the investment management agreements. Expense reimbursements are generally capped in the manner and amount stated in each Trust Deed or investment management agreement. Where applicable, certain expenses may be shared pro rata by one or more of the GLG CLOs to the extent that an expense is incurred by GLG Partners LP for the benefit of more than one of the GLG CLOs. These charges and expenses are exclusive of and in addition to GLG Partners LP’s management and incentive fees. The Trustee in respect of each GLG CLO receives reimbursement from that GLG CLO for expenses incurred by it in carrying out its responsibilities under the Trust Deed, such as audit, tax preparation and exchange registration fees. Details regarding the fees, costs and expenses born by the GLG CLOs are disclosed in the respective Trust Deed, investment management agreement, prospectus or governing documents, as applicable. Generally, GLG Partners LP does not require repayment of GLG CLO fees unless otherwise permitted under such client documentation. If prepayment were provided for, GLG Partners LP would rebate a proportionate amount of the prepaid fees to the applicable GLG CLO, in the event of a termination of its investment management services. B. Payment of Fees managed accounts are generally paid by the client from its assets. With regards to the Funds, the fees are calculated by the Fund’s administrator and are paid directly from the Fund’s assets. Management fees are generally paid, on either a monthly or quarterly basis in arrears, and the performance compensation is generally deducted on an annual basis or at the time of a redemption or withdrawal, as applicable, or more frequently as further described in the Fund’s governing documents or managed account’s investment management agreement. With regards to managed accounts, fees are negotiated and agreed upon with the client directly and may include a management fee or a combination of management fee and performance compensation. Management fees and performance-based compensation generally are pro-rated for partial periods. GLG Partners LP's employees may invest in one or more Funds. GLG Partners LP's employees may or may not be subject to a management fee and performance based compensation by these Funds. GLG Partners LP reserves the right to charge employees a discounted fee or allocation in its sole discretion. In addition, GLG Partners LP’s employee investments may or may not be subject to the same liquidity terms or fees as those of other investors in such funds. C. Additional Fees and Expenses Not all of GLG Partners LP's Fund investors bear all of the expenses set forth below and in some cases will bear additional expenses not included herein. Fund investors should refer to the Fund’s governing documents for details relating to specific expenses relating to the Fund. The following sets forth the expenses that GLG Partners LP's Fund investors generally bear: To the extent permitted under the applicable documents, each investor bears its own operating and other expenses and its pro rata portion of the Fund’s expenses and as applicable master fund expenses, including, but not limited to, fund formation, fees paid to administrators, fees paid to custodians, fees paid to prime brokers, fees relating to any special purpose vehicles, as applicable, investment-related expenses (e.g., brokerage commissions (see Item 12 for more information on brokerage expenses) and transaction costs, currency hedging costs, clearing and settlement charges, interest expense, consulting, legal costs to review, research, negotiate and settle potential and actual transactions, as applicable, (including, without limitation, investment- related litigation expenses), investment banking and any other professional fees or compensation relating to particular investments or contemplated investments and research-related expenses, including, without limitation, news and quotation equipment and services (including fees for data and software providers, exchanges and other third party and information vendors, other non- traditional and information sources, academic research data and trade ideas), other third-party fees and expenses incurred in connection the evaluation of prospective transactions, trade related travel and due diligence costs and expenses related to certain investments, expenses relating to third-party valuation services, expenses attributable to any third-party proxy voting service, costs for ERISA bonding, if applicable, expenses relating to reports provided to investors, expenses associated with the preparation, printing and distribution costs of the periodic and annual financial statements and all professional and other fees and expenses in connection therewith; the cost of publication of the net asset value of the fund, external legal and compliance expenses (which include, without limitation, responding to formal and informal inquiries, subpoenas, investigations and other regulatory matters, indemnification expenses and expenses associated with regulatory filings including blue sky filings and other filings relating to the Fund and/or master fund and/or underlying investments, if applicable), external accounting, audit and tax preparation expenses; directors fees; organizational and operating expenses, clearing and registration fees and other expenses due to regulatory, supervisory or fiscal authorities in various jurisdictions, liquidation costs, and the out-of-pocket expenses incurred by the Fund’s service providers, insurance, expenses relating to the offer and sale of interests and/or shares, taxes, expenses related to the maintenance of the Fund's registered office, and corporate licensing expenses. GLG Partners LP or its affiliates may pay certain of the aforementioned expenses and may therefore be entitled to be reimbursed by a Fund in respect of such expenses. Fund costs may be amortized over a period of time to ensure that large expenses are borne in an equitable manner. Each managed account may bear certain of the fees and expenses described above. In addition, certain expenses borne by the Funds may be shared by managed accounts. The expenses borne by a managed account are set forth in the managed account's investment management agreement or as otherwise agreed with the managed account. Allocation of Expenses A Fund or managed account may incur an expense which forms part of a larger aggregate expense relating to a number of entities for which GLG Partners LP or its affiliates provide services. Such expense will normally be allocated between the relevant entities, on a pro rata basis or in conjunction with a flat fee per entity for a portion of the expense, where possible and appropriate. ITEM 6 please register to get more info

GLG Partners LP accepts performance-based fees for some, but not all clients to which it provides investment advisory services. GLG Partners LP may face a conflict of interest by managing accounts that are subject to a performance-based fee or allocation and accounts that are not subject to a performance-based fee or allocation, including that GLG Partners LP may have an incentive to favor accounts for which it receives performance-based fees or allocations. GLG Partners LP may also have an incentive to favor accounts from which GLG Partners LP will receive a performance fee calculated at a higher rate over accounts from which GLG Partners LP will receive a performance fee or allocation calculated at a lower rate. Furthermore, performance-based fee compensation may create an incentive for GLG Partners LP to make riskier or more speculative investments than would be the case in the absence of such performance fees. Generally, GLG Partners LP addresses these conflicts of interest through the adoption of conflicts of interest policies and procedures that are designed to ensure that the services provided or activities conducted are carried out with integrity and an appropriate degree of independence to protect the interests of clients. In addition, GLG Partners LP addresses these conflicts of interest by utilizing an investment allocation policy designed to treat all accounts fairly and equitably regardless of the types of fees or fee rates paid. Please see Items 11.B.2 and 11.D below. ITEM 7 please register to get more info

GLG Partners LP provides advisory or sub-advisory services primarily to U.S. or non-U.S. pooled investment vehicles (“Funds”), UCITs funds, CLO Issuers and U.S. or non-U.S. institutional managed accounts which include pension plans and sovereign wealth funds, on a discretionary basis. The securities of the Funds are not registered under the Securities Act. In addition, the Funds are not registered under the Company Act, and may or may not be continuously offered. Redemption rights with respect to each Fund are set forth in the offering memorandum for each Fund. Termination rights with respect to each managed account are set forth in the investment management agreement for each managed account. Investments in the Funds may be subject to certain qualifications and a minimum investment requirement which under certain conditions may be waived as set forth in the Fund’s offering memorandum. Currently, GLG Partners LP does not have an account minimum for managed accounts. ITEM 8 please register to get more info

A. Methods of Analysis and Investment Strategies The descriptions set forth in this Brochure of specific advisory services that GLG Partners LP offers to clients, and investment strategies pursued and investments made by GLG Partners LP on behalf of its clients, should not be understood to limit in any way GLG Partners LP's investment activities. GLG Partners LP may offer any advisory services, engage in any investment strategy and make any investment for its clients, including any not described in this Brochure, that GLG Partners LP considers appropriate, subject to each client's investment objectives and guidelines. The investment strategies GLG Partners LP pursues are speculative and entail substantial risks. Clients should be prepared to bear a substantial loss of capital. There can be no assurance that the investment objectives of any client will be achieved. GLG Partners LP conducts its own analyses and may also use the analyses and certain models of its affiliates as well as third parties. GLG Partners LP may use many sources of information in its analyses of financial instruments which may be obtained from its affiliates or third parties. These sources include but are not limited to: financial filings; business, economic, financial and other publications; trade journals; other money managers or financial services professionals; media sources; information from brokers including, research, models, discussions with analysts, idea meetings, and other information provided by brokers; third-party data services including alternative data; external research; one-on-one conversations with company management teams, suppliers, customers, end users and sector specialists, as well as lawyers, economists, strategists, lobbyists, academic specialists and expert networks. In addition, GLG Partners LP may employ third-party consultants to provide it with fundamental and technical research, including, but not limited to, information regarding various markets, industries and companies. Furthermore, GLG Partners LP may utilize other sources of information including non-traditional data sources and information which may exist from time to time. GLG Partners LP may employ a number of investment strategies in connection with its advisory and sub-advisory services depending upon the type and stated investment objectives of each client. These investment strategies include, but are not limited to, the following which may be used for investment, hedging or speculative purposes: fundamental stock picking; long-only equities; long-short equities; quantitative processes; buying put options and call options; selling put options and call options on both a covered and uncovered basis; options and futures on equity indices; volatility instruments; buying and selling of derivatives; securities lending; long-short debt; pairs trading; leverage; trading on margin; arbitrage; event driven; relative value; credit/distressed debt and offsetting positions in various credit and/or equity instruments, including unsecured and secured debt, preferred stock, common stock, derivatives or capital structure arbitrage. Depending on the specific investment strategies pursued, GLG Partners LP may invest in one or more of the following, among others: stocks, bonds, debt instruments (investment and non-investment grade), high yield bonds, equity instruments (including listed and un-listed securities), exchange-traded funds ("ETFs"), loans (par, near par and distressed), participations, commodities, derivatives or other financial instruments, asset backed securities, convertible and preferred securities, and warrants, collateralized debt and loan obligations, bank debt, floating rate notes, depository receipts, government bonds and preferred real or personal property or any other types of assets it can own unless otherwise specified in the Fund’s offering documents or in the managed account’s investment management agreement. The derivative instruments in which clients may purchase or sell include, without limitation, credit derivatives, exchange- traded or over-the-counter derivatives, options, swaptions, swaps (including, but not limited to, basket swaps, equity swaps credit default swaps, interest rate swaps, contracts for difference and total return swaps), and deliverable and non-deliverable forward contracts. Clients also may from time to time purchase or sell currencies, forward currency contracts or other related derivative instruments. GLG Partners LP clients will incur additional costs when trading securities on swap. GLG Partners LP may also engage in specific trading strategies such as algorithm trades, short term trading and other investment strategies. GLG Partners LP may engage in other investment and trading strategies that may be deemed appropriate from time to time. Investment strategies utilized in the management of the Funds are described in greater detail in each Fund’s offering document and each managed account’s investment management agreement. B. Material, Significant or Unusual Risks Relating to Investment Strategies The investment strategies the GLG Partners LP pursues are speculative and entail substantial risks. Clients should be prepared to bear a substantial loss of capital. There can be no assurance that the investment objectives of any Client will be achieved. The following risk factors do not purport to be a complete list or explanation of the risks involved in an investment in a Fund or managed account managed by GLG Partners LP. The following risk factors may not be applicable to all clients. Investments in a Fund are speculative and involve a substantial degree of risk, including the risk that an investor could lose some or all of its investment in a Fund. Prospective investors should carefully consider the risks of investing, which include, without limitation, those set forth below which are more fully described in the applicable Fund's offering documents. These risk factors include only those risks GLG Partners LP believes to be material, significant or unusual and relate to particular significant investment strategies or methods of analysis employed by GLG Partners LP and do not purport to be a complete list or explanation of the risks involved in an investment in a Fund or to clients advised by GLG Partners LP. Risks of Investments in Securities Generally Investing in securities involves risks, including the risk that the entire amount invested may be lost. On behalf of its clients, GLG Partners LP may invest in and actively traded securities and other financial instruments using investment techniques with certain risk characteristics, including, without limitation, risks arising from the volatility of the debt and equity markets, risks particular to emerging markets, the risks of borrowings, the potential illiquidity of securities and other financial instruments and the risk of loss from counterparty defaults. No guarantee or representation is made that a client investment objective will be achieved. GLG Partners LP may utilize such investment techniques as leverage and margin transactions, limited diversification and options and derivatives trading; such practices are likely to, in certain circumstances, increase the adverse impact to which clients may be subject. Market Risk Investments in securities are subject to normal market fluctuations and the risks inherent in investment in international securities markets and there can be no assurances that an investment will appreciate in value. GLG Partner LP’s strategies are subject to multiple dimensions of market risk: unexpected directional price movements, momentum pricing continuing to influence economic factors, deviations from historical pricing relationships, changes in the regulatory environment, changes in market volatility, “flights to quality” and “credit squeezes”. The particular or general types of market conditions in which clients may incur losses or experience unexpected performance volatility cannot be predicted, and clients may materially underperform other clients with a substantially similar investment objective and approaches. Investing in Developing Countries GLG Partners LP may invest on behalf of a client in countries that are not part of the G71, such as certain developing European countries. The economies of such countries generally are heavily dependent upon international trade and, accordingly, have been and may continue to be adversely affected by trade barriers, exchange controls, managed adjustments in relative currency values and other protectionist measures imposed or negotiated by the countries with which they trade. Business entities in countries outside of the G7 have only a limited history of operating in a market-oriented economy, and the ultimate impact of such countries' attempts to move toward more market-oriented economies is currently unclear. The social and economic difficulties resulting from local corruption and crime could adversely affect the value of the investments. Certain countries outside of the G7 have been developing a body of real property, securities and tax laws and laws governing corporations and other business entities. Such legal structures governing private and foreign investment and private property, where they have been implemented, tend to be new. Laws may not exist to cover all business and commercial relationships or to protect the holders of interests in equity or debt securities adequately. Laws, 1 The G7 countries include Canada, France, Germany, United Kingdom, Italy, Japan, and the United States. regulations, and legal interpretations in less developed countries can change quickly and unpredictably in a manner far more volatile than in the United States and certain of the more developed countries. These changes could materially and adversely affect the investments. Inadvertent Receipt of Confidential Information In making debt investments, especially in distressed debt securities, loans and other investments, investors often receive material non-public information which prevents them from executing additional transactions in the securities of a given issuer (for example, shorting the equity of such issuer as part of a “special situations” trade). GLG Partners LP may participate in creditors’ committees. Participation on such committees may result in GLG Partners LP receiving “material non-public information”. If GLG Partners LP receives such information, it would be precluded from trading in a given issuer’s securities on behalf of the client. Investing in Emerging Markets and Frontier Markets GLG Partners LP may cause a client to invest in investments in various markets, some of which may be considered as “emerging markets” or “frontier markets”. Many emerging markets or frontier markets are developing both economically and politically and may have relatively unstable governments and economies based on only a few commodities or industries. Many emerging market or frontier markets countries do not have firmly established product markets and companies may lack depth of management or may be vulnerable to political or economic developments such as nationalisation of key industries. Investments in companies and other entities in emerging markets or frontier markets and investments in emerging market or frontier market sovereign debt may involve a high degree of risk and may be speculative. GLG Partners LP considers that frontier markets are similar to emerging markets. However, they have smaller and fewer companies, fewer investors and less trading than emerging markets. There is also less regulation, information on companies and transparency in frontier markets. It is generally expected that frontier markets will be the next generation of emerging markets.

Risks include: (i) greater risk of expropriation, confiscatory taxation, nationalisation, social and political instability (including the risk of changes of government following elections or otherwise) and economic instability; (ii) the relatively small current size of some of the markets for securities and other investments in issuers and the current relatively low volume of trading, resulting in lack of liquidity and in price volatility; (iii) certain national policies which may restrict a client’s investment opportunities including restrictions on investing in issuers or industries deemed sensitive to relevant national interests; (iv) the absence of developed legal structures governing private or foreign investment and private property; (v) the potential for higher rates of inflation or hyper-inflation; (vi) currency risk and the imposition, extension or continuation of foreign exchange controls; (vii) interest rate risk; (viii) credit risk; (ix) lower levels of democratic accountability; (x) differences in accounting standards and auditing practices which may result in unreliable financial information; (xi) different corporate governance frameworks; (xii) lack of quality, timing and reliability of official data published by governments or government agencies; and (xiii) political instability due to government or military intervention in decision making, terrorism, civil unrest, extremism, hostilities between neighbouring countries and anti-western views. The emerging markets or frontier markets risks described above increase counterparty risks for those clients invested in these markets. In addition, investor risk aversion to emerging markets or frontier markets can have a significant adverse effect on the value and/or liquidity of investments made in or exposed to such markets and can accentuate any downward movement in the actual or anticipated value of such investments which is caused by any of the factors described above.

Emerging markets or frontier markets are characterised by a number of market imperfections, analysis of which requires long experience in the market and a range of complementary specialist skills. These inefficiencies include: (i) the effect of politics on sovereign risk and asset price dynamics; (ii) institutional imperfections, such as deficiencies in formal bureaucracies and historical or cultural norms of behaviour at the level of individual economic factors; (iii) the fact that asset classes are still developing and the information driving markets is a small proportion of the available information, and underlying development and sovereign risk fundamentals may take days, months and sometimes years to impact asset prices; (iv) liquidity imperfections and the unpredictability of market concentration; and (v) information asymmetries, most typically the result of experience and local knowledge and the fact that some market participants have access to relevant market information that others do not. GLG Partners LP may seek to take advantage of these market imperfections to achieve the investment objectives of the relevant clients. It is not, however, guaranteed that it will be able to do so at any time.

Investment in securities listed on Russian exchanges is subject to heightened risks. Political and economic instability may occur and is likely to have a greater impact on the securities markets and the economy in Russia. Foreign investment is affected by repatriation and currency convertibility. Adverse government policies and taxation laws may also have an impact on investments. The legal and regulatory environment is sometimes uncertain and the standards of corporate governance, accounting, auditing and reporting standards may not provide the same degree of investor information and protection as would apply in more developed markets. Furthermore, the settlement, clearing, registration and custody procedures may be underdeveloped which increases the risk of error, fraud or default. In the recent past, the tax systems of some emerging markets or frontier markets countries have been marked by rapid change, which has sometimes occurred without warning and has been applied with retroactive effect. In these countries, a large national budget deficit often gives rise to an acute government need for tax revenues, while the condition of the economy has reduced the ability of potential taxpayers to meet their tax obligations. In some cases, there is widespread non-compliance with tax laws, insufficient personnel to deal with the problem and inconsistent enforcement of the laws by the inexperienced tax inspectors. In addition, the market practices in relation to settlement of securities transactions and custody of assets may not be as developed as in developed countries, increasing the risk of conducting transactions in those countries. Legal Risk Relating to Investments in Emerging Markets Many of the laws that govern private and foreign investment, securities transactions, creditors' rights and other contractual relationships in emerging markets are new and largely untested. As a result, clients may be subject to a number of unusual risks, including inadequate investor protection, contradictory legislation, incomplete, unclear and changing laws, ignorance or breaches of regulations on the part of other market participants, lack of established or effective avenues for legal redress, lack of standard practices and confidentiality customs characteristic of developed markets, and lack of enforcement of existing regulations. Regulatory controls and corporate governance of companies in developing countries may confer little protection on investors. Anti-fraud and anti-insider trading legislation is often rudimentary. The concept of fiduciary duty is also limited when compared to such concepts in developed countries. In certain instances, management may take significant actions without the consent of investors. There can be no assurance that this difficulty in protecting and enforcing rights will not have a material adverse effect on a client and its operations. Furthermore, it may be difficult to obtain and enforce a judgment in certain of emerging market countries in which securities are invested.

Risk of Errors and Omissions in Information Relating to Emerging Markets Companies in emerging countries are generally subject to less stringent and less uniform accounting, auditing and financial reporting standards, practices and disclosure requirements than those applicable to companies in developed countries. In particular, valuation of assets, depreciation, exchange differences, deferred taxation, contingent liabilities and consolidation may be treated differently from accounting standards in more developed countries. Consequently, there is less publicly available information about an emerging country company than about a company in a developed market. Furthermore, the quality and reliability of official data published by the government or securities exchanges in emerging markets may not accurately reflect the statistics being reported. Political and/or Regulatory Risks The value of the assets of clients may be affected by uncertainties such as international political developments, changes in government policies, taxation, restrictions on foreign investment and currency repatriation, currency fluctuations and other developments in applicable laws and regulations. Limited Diversification There may not be limits on GLG Partners LP's investment discretion with respect to certain Funds. At any given time, it is therefore possible that a Fund's portfolio could become significantly concentrated in any one issuer, industry, sector, strategy, country or geographic region, and such concentration of risk may increase the losses suffered by the Fund. In addition, it is possible that GLG Partners LP may select investments that are concentrated in a limited number or type of financial instruments. This limited diversity could expose a Fund to losses disproportionate to market movements in general if there are disproportionately greater adverse price movements in those financial instruments. Flexible Investment Approach GLG Partners LP has broad investment authority, and may trade in any type of security, issuer, or group of related issuers, country, region, and sector that it believes will help its clients achieve their investment objectives. GLG Partners LP may also invest in and utilize, in order to manage or mitigate risk, currency spot and forward contracts, currency and interest rate futures contracts, "over the counter" and exchange-listed options and options on futures contracts. Additionally, the strategies that GLG Partners LP may pursue for its clients are not limited to the strategies described herein; furthermore, such strategies may change and evolve materially over time. GLG Partners LP will opportunistically implement whatever strategies, techniques and discretionary approaches, as well as such other investment tactics, as it believes from time to time may be suited to prevailing market conditions. GLG Partners LP may utilize leverage, position size, duration and other portfolio management techniques as it believes are appropriate for its clients. In addition, any new investment strategy, technique and tactic developed may be more speculative than earlier investment strategies, techniques and tactics and may involve material and as-yet-unanticipated risks that could increase the risk of an investment. Investors will not generally be informed of any changes in GLG Partners LP's strategies, techniques, discretionary approach and tactics. There can be no assurance that GLG Partners LP will be successful in applying its approach and there is material risk that an investor may suffer significant impairment or total loss of its capital. Highly Volatile Markets The prices of derivative instruments, including, without limitation, futures and option prices, can be highly volatile. Price movements of derivative contracts in which a portfolio's assets may be invested by GLG Partners LP are influenced by, among other things, interest rates, changing supply and demand relationships, trade, fiscal, monetary and exchange control programs and policies of governments, and national and international political and economic events and policies. In addition, governments from time to time intervene, directly and by regulation, in certain markets, particularly those in currencies, financial instruments, futures and options. Such intervention often is intended directly to influence prices and may, together with other factors, cause all of such markets to move rapidly in the same direction because of, among other things, interest rate fluctuations. A client's portfolio is also subject to the risk of the failure of any exchanges on which its positions trade or of their clearinghouses. Leverage; Interest Rates; Margin GLG Partners LP may use leverage on behalf of its clients by trading on margin and/or through other direct and indirect borrowings, which at times may be substantial. The use of leverage has attendant risks and can substantially increase the adverse impact to which a client's investment portfolio may be subject. In addition, the leverage used by GLG Partners LP will be subject to the risk that changes in the general level of interest rates may adversely affect expenses and operating results. In general, GLG Partners LP's use of short-term margin borrowings may result in certain additional risks. For example, should the securities pledged to brokers to secure the portfolio's margin accounts decline in value, the portfolio could be subject to a "margin call," pursuant to which the portfolio must either deposit additional funds with the broker, or suffer mandatory liquidation of the pledged securities to compensate for the decline in value. In the event of a sudden precipitous drop in the value of the portfolio's assets, the portfolio might not be able to liquidate assets quickly enough to pay off its margin debt. When GLG Partners LP purchases an option in the U.S., there is no margin requirement because the option premium is paid for in full. The premiums for certain options traded on non-U.S. exchanges may be paid for on margin. Whether any margin deposit will be required for over-the-counter options and other over-the-counter instruments will depend on the credit determinations and specific agreements of the parties to the transaction, which are individually negotiated. GLG Partners LP may leverage its clients' investment positions by borrowing funds from securities broker-dealers, banks or others, including pursuant to repurchase arrangements and/or deferred purchase agreements. Leverage may also take the form of, without limitation, any of the securities described herein, including derivative instruments which are inherently leveraged and trading in products with embedded leverage such as options, short sales, swaps and forwards. Such leverage increases both the possibilities for profit and the risk of loss and the volatility of an investment may be significantly greater than would otherwise be the case without leverage. Any event which adversely affects the value of an investment would be magnified to the extent that the portfolio is leveraged. Borrowings will typically be secured by the securities and other assets held by the clients. Under certain circumstances, such a lender may demand an increase in the collateral that secures a client’s obligations and if GLG Partners LP were unable to provide additional collateral, the lender could liquidate assets held in the account to satisfy a client’s obligations. Liquidation in that manner could have extremely adverse consequences. In addition, interest rates will typically be affected by economic factors including, without limitation, inflation, lending rates established by central banks or similar governmental agencies, availability of credit, liquidity in the markets, and the pace of economic growth. The amount of GLG Partners LP's borrowings and the interest rates on those borrowings, which will fluctuate, may have a significant effect on a client’s profitability. Special Situations GLG Partners LP may invest in companies involved in (or the target of) acquisition attempts or tender offers or in companies involved in or undergoing work-outs, liquidations, spin-offs, reorganizations, bankruptcies or other catalytic changes or similar transactions. In any investment opportunity involving any such type of special situation, there exists the risk that the contemplated transaction either will be unsuccessful, take considerable time or will result in a distribution of cash or a new security the value of which will be less than the purchase price of the security or other financial instrument in respect of which such distribution is received. Similarly, if an anticipated transaction does not in fact occur, GLG Partners LP may be required to sell its investment at a loss. Because there is substantial uncertainty concerning the outcome of transactions involving financially troubled companies in which GLG Partners LP may invest, there is a potential risk of loss by clients of their entire investment in such companies. Short Selling Short selling involves selling securities which are not owned and borrowing them for delivery to the purchaser, with an obligation to replace the borrowed securities at a later date. Short selling allows the investor to profit from declines in market prices to the extent such decline exceeds the transaction costs and the costs of borrowing the securities. The extent to which GLG Partners LP engages in short sales depends upon its investment strategy and opportunities. A short sale creates the risk of a theoretically unlimited loss, in that the price of the underlying security could theoretically increase without limit, thus increasing the cost to GLG Partners LP of buying those securities on behalf of a client to cover the short position. There can be no assurance that GLG Partners LP will be able to maintain, on behalf of a client, the ability to borrow securities sold short. In such cases, GLG Partners LP can be "bought in" (i.e., forced to repurchase securities in the open market to return to the lender). There also can be no assurance that the securities necessary to cover a short position will be available for purchase at or near prices quoted in the market. Purchasing securities to close out the short position can itself cause the price of the securities to rise further, thereby exacerbating the loss. In a short sale, a client would ordinarily be entitled to receive payments (at rates based in part on prevailing short-term "money market" rates) with respect to such proceeds. To complete such a transaction, GLG Partners LP would generally, on behalf of a client, borrow the security sold in order to make delivery to the buyer. The proceeds of the short sale would generally be retained by the broker, to the extent necessary to meet margin requirements, until the short position is closed out. GLG Partners LP may be required to pay, on behalf of a client, a premium to the lender of the securities, which would increase the cost of the security sold. The client would generally be obliged to replace any securities borrowed by purchasing them at the market price at the time of replacement. The client may be obliged to return the securities borrowed at any time. The price at such time may be more or less than the price at which the security was sold by GLG Partners LP. Until the security is replaced, the client is generally required to pay to the lender amounts equal to any dividends or interest which accrue on the securities borrowed during the period of the loan. The client will incur a loss as a result of the short sale if the price of the security increases between the date of the short sale and the date on which the client replaces a borrowed security and the client will realized a gain to the extent the security declines in price between those dates by an amount in excess of the costs incurred in effecting the short sale. Convertible Trading and Arbitrage Convertible trading and arbitrage strategies involve investing in convertibles that appear incorrectly valued relative to their theoretical value. The strategy consists of the purchase (or short sale) of a convertible security coupled with the short sale (or purchase) of the underlying security for which the convertible security can be exchanged to exploit price differentials. GLG Partners LP typically will seek to hedge out the risk inherent in the stock; the remaining interest rate risk may or may not be hedged. Convertible arbitrage strategies generally involve spreads between two or more positions. To the extent the price relationships between such positions remain constant, no gain or loss on the position will occur. Such positions do, however, entail a substantial risk that the price differential could change unfavorably, causing a loss to the spread position. Substantial risks also are involved in borrowing and lending against such investments. The prices of these investments can be volatile, market movements are difficult to predict, and financing sources and related interest and exchange rates are subject to rapid change. Certain corporate securities may be subordinated (and thus exposed to the first level of default risk) or otherwise subject to substantial credit risks. Government policies, especially those of the Federal Reserve Board and foreign central banks, have profound effects on interest and exchange rates that, in turn, affect prices in areas of the investment and trading activities of convertible arbitrage strategies. Many other unforeseeable events, including actions by various government agencies and domestic and international political events, may cause sharp market fluctuations. Risk Arbitrage Risk arbitrage is a strategy that seeks to profit from changes in the price of securities of companies involved in extraordinary corporate transactions. The difference between the price paid by GLG Partners LP for securities of a company involved in an announced extraordinary corporate transaction and the anticipated value to be received for such securities upon consummation of the proposed transaction will often be very small. Since the price bid for the securities of a company involved in an announced extraordinary corporate transaction will generally be at a significant premium above the market price prior to the announcement, if the proposed transaction appears likely not to be consummated or in fact is not consummated or is delayed, the market price of the securities will usually decline sharply, perhaps by more than GLG Partners LP's anticipated profit, even if the security's market price returns to a level comparable to that which exists prior to the announcement of the deal. The risk arbitrage business is generally extremely competitive. In any given transaction, arbitrage activity by other firms will tend to narrow the spread between the price at which a security may be purchased by GLG Partners LP and the price it expects to receive upon consummation of the transaction. Capital Structure Arbitrage The success of this strategy will depend on the ability of GLG Partners LP to identify and exploit the relationships between movements in different Financial Instruments within an issuer's capital structure (including bank debt, convertible and non-convertible senior and subordinated debt and preferred and common stock). Identification and exploitation of these opportunities involve uncertainty. There can be no assurance that GLG Partners LP will be able to locate investment opportunities or to correctly exploit price discrepancies. A reduction in the pricing inefficiency of the markets in which GLG Partners LP will seek to invest will reduce the scope for GLG Partners LP's investment strategies. In the event that the perceived mispricings underlying the clients' positions fail to materialize, these investment strategies could be unsuccessful or result in losses. Merger Arbitrage Merger or "risk" arbitrage strategies attempt to exploit merger activity to capture (or sell short) the spread between current market values of securities and their values after successful completion of a merger, restructuring or similar corporate transaction. Merger arbitrage investments often incur significant losses when anticipated merger or acquisition transactions are not consummated. The consummation of mergers, tender offers and exchange offers can be prevented or delayed by a variety of factors, including: (i) regulatory and antitrust restrictions; (ii) political factors; (iii) industry weakness; (iv) stock-specific events; and (v) failed financings. Merger arbitrage positions are also subject to the risk of overall market movements. To the extent that a general increase or decline in equity values affects the stocks involved in a merger arbitrage position differently, the position may be exposed to loss. Merger arbitrage strategies also depend on the overall volume of merger activity, which historically has been cyclical in nature. Risks of Event-Driven Investing A portion of a clients' investment portfolio may be devoted to event-driven investing, which often involves the purchase of a company's securities after the announcement or disclosure of a significant event, including, but not limited to, a spin-off, auction of the company or subsidiary, merger, tender offer or other type of restructuring. GLG Partners LP, on behalf of its clients, may also invest and trade in securities of a company that, although not the subject of an announced spin-off, merger, tender offer or other restructuring transaction is in GLG Partners LP's view, a potential candidate for such a transaction. Alternatively, investments may be made in a company experiencing accounting problems, in anticipation of a potential corporate transaction or in a company being impacted by possible legislative activity or litigation. In any such a case, if the anticipated transaction or event does not in fact occur, or if events occur in a sequence not anticipated by GLG Partners LP, on behalf of its clients, may close out the investment at a loss. The price offered for securities of a company involved in an announced deal generally represents a significant premium above the market price prior to the announcement. Therefore, the value of such securities held by clients will decline in the event the proposed transaction is not consummated and if the market price of the securities returns to a level comparable to the price prior to the announcement of the deal. Furthermore, the difference between the price paid by clients for securities of a company involved in an announced deal and the anticipated value to be received for such securities upon consummation of the proposed transaction will often be very small. If the proposed transaction appears likely not to be consummated or, in fact, is not consummated or is delayed, the market price of the securities will usually decline, perhaps by more than clients’ anticipated profit. In addition, when clients have sold short the securities it anticipates receiving in an exchange or merger, and the proposed transaction is not consummated, clients may be forced to cover its short position in the market at a higher price than its short sale, with a resulting loss. If clients have sold short securities that are the subject of a proposed cash tender offer or cash merger and the transaction is consummated, GLG Partners LP on behalf of its clients also may be forced to cover its short position at a loss. Where GLG Partners LP has purchased put options with respect to the securities it anticipates receiving in an exchange or merger, if the proposed transaction is not consummated, the exercise price of the put options held by clients may be lower than the market price of the underlying securities, with the result that the cost of the options will not be recovered. If GLG Partners LP has purchased put options with respect to securities which are the subject of a proposed cash tender offer or cash merger and the transaction is consummated, GLG Partners LP on behalf of its clients also may not exercise its options and may lose the premiums paid therefor. Since options expire on defined dates, in the event consummation of a transaction is delayed beyond the expiration of a put option held by clients, they may lose the anticipated benefit of the option. GLG Partners LP may determine that the offer price for a security which is the subject of a tender offer is likely to be increased, either by the original bidder or by another party. In those circumstances, GLG Partners LP may purchase securities above the offer price, and such purchases are subject to the added risk that the offer price will not be increased or that the offer will be withdrawn. The consummation of mergers and tender and exchange offers can be prevented or delayed by a variety of factors, including: (i) opposition of the management or stockholders of the target company, which will often result in litigation to enjoin the proposed transaction; (ii) intervention of a regulatory agency; (iii) efforts by the target company to pursue a "defensive" strategy, including a merger with, or a friendly tender offer by, a company other than the offeror; (iv) in the case of a merger, failure to obtain the necessary stockholder approvals; (v) market conditions resulting in material changes in securities prices; (vi) compliance with any applicable securities laws; and (vii) inability to obtain adequate financing. Often a tender or exchange offer will be made for less than all of the outstanding securities of an issuer or a higher price will be offered for a limited amount of the securities, with the provision that, if a greater number is tendered, securities will be accepted pro rata. Thus, a portion of the securities tendered by GLG Partners LP may not be accepted and may be returned to clients. After completion of the tender offer, the market price of the securities may have declined below clients’ cost, and a sale of any returned securities may result in a loss. Co-Investments GLG Partners LP may offer co-investment opportunities from time to time. Participants in co-investments may have economic or business interests or goals that are inconsistent with those of a Fund, or may be in a position to take (or block) action in a manner that is contrary to a Fund’s investment objectives. Such participants may also have greater transparency or otherwise receive additional information with respect to such co-investment opportunities than investors even though a Fund may have invested in the same asset(s). The terms of any co-investment will be determined by GLG Partners LP on a case-by-case basis in its sole discretion and any co-investment opportunity will be presented on an “as is” basis. GLG Partners LP expects co-investments will generally be structured through investment funds or similar arrangements to facilitate such investments for legal, tax, regulatory or other purposes, but co-investment opportunities may also be invested directly in parallel with a Fund. In such cases, it is possible that a participant in a co-investment may sell some or all of its interest in a co-investment while a Fund retains (or is required to retain) its interest, implying that such Fund risks future losses while the participant in the co-investment has already liquidated its position. Participants in co-investments may engage GLG Partners LP or its affiliates to advise it with respect to such co-investment opportunity and agree to compensate GLG Partners LP or its affiliates for such services. A Fund and its investors will not participate in the profits or losses received by the other participants in the co-investments, nor will a Fund or its investors participate in the compensation received by GLG Partners LP or its affiliates with respect to such co-investment opportunities. Retention and Motivation of Key Employees The success of GLG Partners LP’s investment strategies is dependent upon the talents and efforts of highly skilled individuals employed by GLG Partners LP and GLG Partners LP’s ability to identify and willingness to provide acceptable compensation to attract, retain and motivate talented investment professionals and other employees. There can be no assurance that the GLG Partners LP’s investment professionals will continue to be associated with GLG Partners LP and the failure to attract or retain such investment professionals could have a material adverse effect on GLG Partners LP’s investment strategies. Competition in the financial services industry for qualified employees is intense and there is no guarantee that, if lost, the talents of GLG Partners LP’s investment professionals could be replaced. Necessity for Counterparty Trading Relationships; Counterparty Risk GLG Partners LP may establish relationships to obtain financing, derivative intermediation and prime brokerage services that permit GLG Partners LP to trade in any variety of markets or asset classes over time; however, there can be no assurance that GLG Partners LP will be able to maintain such relationships or establish such relationships. An inability to establish or maintain such relationships would limit GLG Partners LP's trading activities, and could create losses, preclude GLG Partners LP from engaging in certain transactions, financing, derivative intermediation and prime brokerage services and prevent GLG Partners LP from trading at optimal rates and terms. Moreover, a disruption in the financing, derivative intermediation and prime brokerage services provided by any such relationships before GLG Partners LP establishes additional relationships could have a significant impact on GLG Partners LP's business (and thus its clients) due to GLG Partners LP's reliance on such counterparties. Some of the markets in which GLG Partners LP may effect transactions are not "exchanged- based," including "over-the-counter" or "interdealer" markets. The participants in such markets are typically not subject to the credit evaluation and regulatory oversight to which members of "exchange-based" markets are subject. The lack of evaluation and oversight of over-the-counter markets exposes clients to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing clients to suffer a loss. Such "counterparty risk" is accentuated for contracts with longer maturities where events may intervene to prevent settlement, or where GLG Partners LP has concentrated its transactions with a single or small group of counterparties. Generally, GLG Partners LP will not be restricted from dealing with any particular counterparties. GLG Partners LP's evaluation of the creditworthiness of counterparties may not prove sufficient. The lack of a complete and "foolproof" evaluation of the financial capabilities of GLG Partners LP's counterparties and the absence of a regulated market to facilitate settlement may increase the potential for losses by GLG Partners LP's clients. Currency Risk The net asset value of a client’s portfolio may be computed in a particular currency of denomination of such portfolio, whereas securities for the applicable portfolio may be acquired in other currencies. The base currency value of the securities, which may be designated in any currency, may rise and fall due to exchange rate fluctuations in respect of the relevant currencies. Adverse movements in currency exchange rates can result in a decrease in return and a loss of capital. It may not be possible, desirable or practicable to successfully hedge against the consequent currency risk exposure in all circumstances. Hedging Transactions GLG Partners LP is not required to attempt to hedge a clients' portfolio positions. Furthermore, GLG Partners LP may not anticipate a particular risk so as to hedge against it. GLG Partners LP may utilize a variety of financial instruments (including options and derivatives), both for investment purposes and for risk management purposes in order to: (i) protect against possible changes in the market value of a client investment portfolio resulting from fluctuations in the securities markets and changes in interest rates; (ii) protect the unrealized gains in the value of a client investment portfolio; (iii) facilitate the sale of any such investments; (iv) enhance or preserve returns, spreads or gains on any investment in a client portfolio; (v) hedge the interest rate or currency exchange rate on any of the liabilities or assets of a client; (vi) protect against any increase in the price of any securities GLG Partners LP anticipates purchasing at a later date; or (vii) for any other reason that GLG Partners LP deems appropriate. The success of GLG Partners LP's hedging strategy is subject to its ability to correctly assess the degree of correlation between the performance of the instruments used in the hedging strategy and the performance of the investments in the portfolios being hedged. Since the characteristics of many securities change as markets change or time passes, the success of the instances when GLG Partners LP hedges portfolio positions for a client is also subject to GLG Partners LP's ability to continually recalculate, readjust and execute hedges in an efficient and timely manner. While GLG Partners LP may enter into certain hedging transactions to seek to reduce risk, such transactions may result in a poorer overall performance for a client than if GLG Partners LP had not engaged in any such hedging transactions. For a variety of reasons, GLG Partners LP may not seek to establish a perfect correlation between such hedging instruments and the portfolio holdings being hedged. Such imperfect correlation may prevent a client from achieving the intended hedge or expose a client to risk of loss. The successful utilization of hedging and risk management transactions requires skills complementary to those needed in the selection of portfolio holdings for a client. Non-Performing Nature of Debt It is possible that certain debt instruments purchased by GLG Partners LP for a client may become non-performing and possibly go into default. Furthermore, the obligor or relevant guarantor may also be in bankruptcy or liquidation. There can be no assurance as to the amount and timing of repayments, if any, with respect to such debt. Global Investments GLG Partners LP may invest a portion of a client’s assets in securities of global companies which are traded in global markets. Investing in the securities of global companies traded in global markets involves certain considerations, including: political and economic considerations, such as greater risks of expropriation and nationalization, confiscatory taxation, the potential difficulty of repatriating funds, general social, political and economic instability and adverse diplomatic developments; the possibility of imposition of withholding or other taxes on dividends, interest, capital gain or other income; the small size of the securities markets in certain countries and the low volume of trading, resulting in potential lack of liquidity and in price volatility; fluctuations in the rate of exchange between currencies and costs associated with currency conversion; and certain government policies that may restrict the portfolio's investment opportunities. Repurchase and Reverse Repurchase Agreements GLG Partners LP may enter into repurchase and reverse repurchase agreements. When GLG Partners LP enters into a repurchase agreement, it "sells" securities to a broker-dealer or financial institution, and agrees to repurchase such securities on a mutually agreed date for the price paid by the broker-dealer or financial institution, plus interest at a negotiated rate. In a reverse repurchase transaction, GLG Partners LP "buys" securities issued from a broker-dealer or financial institution on behalf of an Account, subject to the obligation of the broker-dealer or financial institution to repurchase such securities at the price paid by the client, plus interest at a negotiated rate. The use of repurchase and reverse repurchase agreements by GLG Partners LP involves certain risks. For example, if the seller of securities to a client, under a reverse repurchase agreement, defaults on its obligation to repurchase the underlying securities as a result of its bankruptcy or otherwise, GLG Partners LP will seek to dispose of such securities, which action could involve costs or delays. If the seller becomes insolvent and subject to liquidation or reorganization under applicable bankruptcy or other laws, GLG Partners LP's ability to dispose of the underlying securities may be restricted. It is possible, in a bankruptcy or liquidation scenario, that GLG Partners LP may not be able to substantiate the relevant client interest in the underlying securities. Finally, if a seller defaults on its obligation to repurchase securities under a reverse repurchase agreement, a client may suffer a loss to the extent that it is forced to liquidate its position in the market, and proceeds from the sale of the underlying securities are less than the repurchase price agreed to by the defaulting seller. Similar elements of risk arise in the event of the bankruptcy or insolvency of the buyer. Investment in Undervalued Securities GLG Partners LP may seek to invest a client portfolio in securities of companies which it believes to be undervalued. However, the identification of investment opportunities in undervalued securities is a difficult task, and there are no assurances that such opportunities will be successfully recognized or acquired. Relative Value The success of a relative value investment strategy depends on GLG Partners LP's ability to identify and exploit perceived inefficiencies in the pricing of securities, financial products or markets. Identification and exploitation of such discrepancies involve uncertainty. There can be no assurance that GLG Partners LP will be able to locate investment opportunities or to exploit pricing inefficiencies in the securities markets. A reduction in the pricing inefficiency of the markets in which GLG Partners LP seeks to invest will reduce the scope for client investment strategies. In the event that the perceived mispriced underlying client positions were to fail to converge toward, or were to diverge further from, relationships expected by GLG Partners LP, a client will generally incur losses. A relative value investment strategy may result in high portfolio turnover and, consequently, high transaction costs. In addition, a relative value strategy is designed to be uncorrelated with respect to the movements in equity markets and risk- free interest rates although there is no guarantee that this can be achieved. Depending upon the investment strategies employed and market conditions, unforeseen events involving such matters as political crises, or changes in currency exchange rates or interest rates, forced redemptions of securities, or general lack of market liquidity may have a material adverse effect on a client. Issuer Risk Investments by GLG Partners LP on behalf of clients will often include debt instruments and equity securities issued by companies that GLG Partners LP does not control. Such instruments and securities may be acquired by GLG Partners LP on behalf of a client through trading activities or through purchases of securities from the issuer. These investments will be subject to the risk that the company in which the investment is made makes business, financial or management decisions with which GLG Partners LP does not agree, or that the majority stakeholders or the management of the company may take risks or otherwise act in a manner that does not serve a client interest. If any of the foregoing were to occur, the value of an investment by GLG Partners LP would likely decrease. Small and Mid-Capitalization Risks Investments in unseasoned and small and mid-capitalization companies may expose the clients to greater investment risk. Investments in the securities of these companies may present greater opportunities for growth but also involve greater risks than are customarily associated with investments in securities of more established and larger capitalized companies. The securities of less seasoned and smaller capitalized companies are often traded in the over- the-counter market and have fewer market makers and wider price spreads, which may in turn result in more abrupt and erratic market price movements and make the clients' investments more vulnerable to adverse general market or economic developments than would investments only in large, more established companies. It is more difficult to obtain information about less seasoned and smaller capitalization companies because they tend to be less well known and have shorter operating histories and because they tend not to have significant ownership by large investors or be followed by many securities analysts. Additionally, these companies may have limited product lines, markets or financial resources, or they may be dependent upon a limited management group that may lack depth and experience. Investments in larger and more established companies present certain advantages in that such companies generally have greater financial resources, more extensive research and development, manufacturing, marketing and service capabilities, more stability and greater depth of management and technical personnel. Prime Brokers and Custodian Cash held by certain of the Funds' prime brokers may not be treated as client money subject to applicable regulatory requirements. Accordingly, a Fund’s cash may not be segregated from the relevant prime broker's own money and may be used by it in the course of its investment business and the Fund may therefore rank as one of the relevant prime broker's unsecured creditors in relation thereto. In relation to a Fund’s rights to the return of assets equivalent to those of its investments which a custodian and/or prime broker borrows, lends or otherwise uses for its own purposes or margin the Fund will rank as one of such custodian and/or prime broker's unsecured creditors and in the event of the insolvency of such custodian and/or prime broker the Fund might not be able to recover such equivalent assets in full. Investment Selection GLG Partners LP may select investments on the basis of information and data filed by the issuers of such securities with various regulatory bodies or made directly available to GLG Partners LP by the issuers of the securities and other instruments or through sources other than the issuers. Although GLG Partners LP evaluates all such information and data and seeks independent corroboration when it considers it appropriate and when it is reasonably available, GLG Partners LP is not in a position to confirm the completeness, genuineness or accuracy of such information and data. Discretion to Employ New Strategies and Techniques GLG Partners LP has considerable discretion in the types of securities which clients may trade and has the right to modify the trading strategies or hedging techniques of clients. Any of these new trading techniques may not be thoroughly tested in the market before being employed and may have operational or theoretical shortcomings which could result in unsuccessful trades and, ultimately, loss to clients. In addition, any new investment strategy or hedging technique developed by GLG Partners LP may be more speculative than earlier techniques and may increase the risk of an investment in the Funds. Competition; Availability of Investments Certain markets in which GLG Partners LP may invest are extremely competitive for attractive investment opportunities and, as a result, there may be reduced expected investment returns. There can be no assurance that GLG Partners LP will be able to identify or successfully pursue attractive investment opportunities in such environments. Among other factors, competition for suitable investments from other pooled investment vehicles, the public equity markets and other investors may reduce the availability of investment opportunities. There has been significant growth in the number of firms organized to make such investments, which may result in increased competition to GLG Partners LP in obtaining suitable investments. The client’s success in the area of loan investing will depend, in part, on its ability to obtain loans on advantageous terms. In purchasing loans, clients will compete with a broad spectrum of investors and institutions. Increased competition for, or a diminution in the available supply of, qualifying loans could result in lower yields on such loans, which could reduce returns. Portfolio Turnover GLG Partners LP's investment program for certain clients may involve frequent trading, which may result in higher investment costs and charges to those clients. Execution, Market and Liquidity Risks GLG Partners LP, on behalf of its clients, may make investments or hold trading positions in markets that are volatile and which may become illiquid. Timely divestiture or sale of trading positions can be impaired by decreased trading volume, increased price volatility, concentrated trading positions, limitations on the ability to transfer positions in highly specialized or structured transactions to which it may be a party, and changes in industry and government regulations. It may be impossible or costly for GLG Partners LP to liquidate positions rapidly in order to meet margin calls, redemption requests or otherwise, particularly if there are other market participants seeking to dispose of similar assets at the same time or the relevant market is otherwise moving against a position or in the event of trading halts or daily price movement limits on the market or otherwise. Furthermore, if a client incurs substantial trading losses, the need for liquidity could rise sharply while its access to liquidity could be impaired. In addition, in conjunction with a market downturn, the counterparties of a client could incur losses of their own, thereby weakening their financial condition and increasing clients' credit risk to them. Trading orders for clients may not be executed in a timely and efficient manner due to various circumstances, including, without limitation, trading volume surges or systems failures attributable to clients, GLG Partners LP, the counterparties of a client, brokers, dealers, agents or other service providers. In such event, GLG Partners LP might only be able to acquire or dispose of some, but not all, of the components of such position, or if the overall position were to need adjustment, GLG Partners LP might not be able to make such adjustment. As a result, a client would not be able to achieve the market position targeted by GLG Partners LP, which may result in a loss. Credit Default Swaps GLG Partners LP, on behalf of its clients, may invest in credit default swaps. Credit default swaps can be used to implement GLG Partners LP's view that a particular credit, or group of credits, will experience credit improvement or deterioration. In the case of expected credit improvement, GLG Partners LP may sell credit default protection in which it receives a premium to take on the risk. In such an instance, the obligation of GLG Partners LP to make payments upon the occurrence of a credit event creates leveraged exposure to the credit risk of the referenced entity. GLG Partners LP, on behalf of its clients, may also buy credit default protection with respect to a referenced entity if, in the judgment of GLG Partners LP, there is a high likelihood of credit deterioration. In such instance, clients will pay a premium regardles please register to get more info

A. Criminal or Civil Proceedings In an administrative proceeding described in Item 9B below, the SEC alleged that GLG Partners LP did not maintain sufficient controls relating to the valuation of Level 3 assets and as a result a private equity asset was overvalued from November 2008 through November 2010, resulting in inflated fee revenue of $7,766,667 for GLG Partners LP and GLG Partners, Inc. (“GPI”), and that the overvaluation led to misstatements in GPI’s filings with the SEC relating to the period from 2008 through the second quarter of 2010. Without admitting or denying the SEC’s allegations, on December 12, 2013, GLG Partners LP and GPI agreed to each pay a civil money penalty in the amount of $375,000, as well as to other remedial measures described in Item 9B below. B. Administrative Proceedings Before Regulatory Authorities In an administrative proceeding, the SEC alleged that GLG Partners LP did not maintain sufficient controls relating to the valuation of Level 3 assets and that, as a result, relevant information relating to the valuation of a single private equity asset was not provided to the Independent Pricing Committee in a timely manner. The SEC alleged that, as a result of the inadequacies of GLG Partners LP’s controls, the private equity asset was overvalued from November 2008 through November 2010, resulting in inflated fee revenue of $7,766,667 for GLG Partners LP and GPI, and that the overvaluation led to misstatements in GPI’s filings with the SEC relating to the period from 2008 through the second quarter of 2010. Without admitting or denying the SEC’s allegations, on December 12, 2013, GLG Partners LP and GPI consented to the entry of an administrative order and agreed to pay disgorgement of $7,766,667, plus pre- judgment interest of $437,679. In addition, GLG Partners LP and GPI each agreed to pay a civil money penalty in the amount of $375,000, as well as to other remedial measures, including the appointment of an external consultant to review the pricing policy and procedures around the valuation of Level 3 assets. ITEM 10 please register to get more info

A. Broker-Dealer Registration Status GLG Partners LP is not registered as a broker-dealer and does not have any application pending to register with the SEC as a broker-dealer. GLG Partners LP utilizes the sales team of its affiliate, Man Investments Inc. (“MII”), to assist in the marketing of its investment services in the US. MII is a limited purpose broker-dealer registered with the SEC and a member of Financial Industry Regulatory Authority, Inc. ("FINRA"). MII acts as solicitor, selling agent and/or investor servicing agent for certain GLG Partners LP clients and Funds for which it may be compensated as agreed between GLG Partners LP and MII. B. Futures Commission Merchant, Commodity Pool Operator or Commodity Trading Adviser Registration Status GLG Partners LP is a commodity pool operator registered with the Commodity Futures Trading Commission (“CFTC”) and a member of the National Futures Association (“NFA”). GLG Partners LP is exempt from registration as a commodity trading advisor with the CFTC. C. Material Relationships or Arrangements with Industry Participants GLG Partners LP is affiliated and under common control with the following New York based entities: GLG LLC, an investment adviser registered with the SEC and a commodity pool operator registered with the CFTC and a member of the NFA; FRM Investment Management (USA) LLC (“FRM USA”), an investment adviser registered with the SEC and a commodity pool operator and commodity trading adviser registered with the CFTC and a member of the NFA; Man Solutions (USA) LLC, an investment adviser registered with the SEC, Silvermine Capital Management LLC an investment adviser registered with the SEC and Man Investments Inc., a limited purpose broker dealer registered with the SEC and member of FINRA which provides placement agent services to certain of GLG Partners LP Funds as well as marketing and sales services to GLG Partners LP. In addition, GLG Partners LP is affiliated and under common control with Numeric Investors LLC, based in Boston, MA which is an investment adviser registered with the SEC, a commodity pool operator registered with the CFTC and a member of the NFA; and Man Global Private Markets (USA) Inc., based in Charlotte, NC which is an investment adviser registered with the SEC. GLG Partners LP is also affiliated and under common control with GLG Partners Hong Kong Limited and Man Investments (Hong Kong) Limited, both entities licensed by the Hong Kong Securities and Futures Commission; Man Asset Management (Cayman) Limited a manager regulated by the Cayman Islands Monetary Authority; Man Asset Management (Ireland) Limited an investment adviser regulated by the Central Bank of Ireland and Man Investments (CH) AG and Man Investments AG (“MIAG”), each of which are registered with the Swiss Financial Market Supervisory Authority. Certain of GLG Partners LP Funds have a distribution agreement with MIAG. GLG Partners LP is also affiliated and under common control with the following London based entities which are authorized and regulated by the Financial Conduct Authority: Man Solutions Limited, an investment adviser registered with the SEC and a commodity pool operator registered with the CFTC and a member of the NFA; Man Group Investments Limited; Man Fund Management UK Limited; Financial Risk Management Limited and AHL Partners LLP, an investment adviser registered with the SEC, a commodity pool operator and commodity trading advisor registered with the CFTC and a member of the NFA; and Man Global Private Markets (UK) Limited, an investment adviser registered with the SEC. GLG Partners LP is also affiliated and under common control with Man Group Japan Limited Tokyo Branch, based in Japan and licensed by the Financial Services Agency. FRM USA may, on behalf of their clients and/or funds, invest in the Funds advised or sub-advised by GLG Partners LP or its affiliates. Nevertheless, FRM USA undergoes the same due diligence process for investments it considers in Funds advised by GLG Partners LP as it would for unaffiliated funds. In addition, from time to time GLG Partners LP provides sub-advisory or other investment management services to clients of Man Solutions Limited. Man Solutions Limited is an affiliated investment adviser which provides customized portfolios to its clients across strategies managed by its affiliates, including GLG Partners LP. GLG Partners LP, its affiliates and its personnel serve as investment advisers and investment managers to multiple pooled investment vehicles and managed accounts. GLG Partners LP may manage accounts on behalf of its affiliates alongside its clients. GLG Partners LP, its affiliates and its personnel may take action or give advice with respect to certain clients and accounts that differs from the advice given to other clients and accounts. Specifically, there may be times whereby the advice given to clients and accounts is opposite of the advice given to other clients and accounts due to differences in investment strategy, redemptions/subscriptions or other factors. GLG manages each client in accordance with its respective investment objectives and guidelines. GLG Partners LP, its affiliates and its personnel will devote as much time to the activities of each client or account as they deem necessary and appropriate and the amount of time devoted to different clients and accounts may vary. D. Material Conflicts of Interest Relating to Other Investment Advisers GLG Partners LP does not recommend or select other third party investment advisers for its clients. GLG Partners LP’s Funds may invest in other GLG Partners LP Funds An affiliate may from time to time seed funds to which GLG Partner LP may provide investment management services. Potential and actual conflicts of interest may arise from the activities described herein. GLG Partner LP has established policies and procedures to monitor and to the extent possible resolve conflicts of interest and will endeavor to resolve conflicts with respect to investment opportunities in a manner it deems appropriate and equitable to the extent possible under the prevailing facts and circumstances. GLG Partner LP may be subject to conflicts of interest from time to time in performing its respective duties to Funds and managed accounts. Any such conflict of interest could have a material adverse effect on clients. When a conflict of interest arises GLG Partner LP will endeavor to ensure that the conflict is resolved or managed appropriately and fairly. Furthermore, GLG Partner LP has substantial incentives to see the assets of clients appreciate in value and merely because an actual or potential conflict of interest exists does not mean that it will be acted upon to the detriment of clients. GLG Partner LP is permitted to manage and/or advise other managed accounts and funds, some of which may have objectives similar to those of its existing clients, including without limitation other funds or accounts in which GLG Partner LP or its affiliates may have an interest. ITEM 11 please register to get more info

AND PERSONAL TRADING A. Code of Ethics GLG Partners LP strives to adhere to the highest industry standards of conduct based on principles of professionalism, integrity, honesty and trust. Accordingly, GLG Partners LP has adopted a Global Code of Ethics (the “Code”) that is supplemented by additional policies and procedures that are designed to reinforce its institutional integrity, and to set forth procedures and limitations which govern, amongst other matters, the personal securities transactions of its employees. The Code was developed to promote the highest standards of behavior and to ensure compliance with all applicable regulations. The Code applies to all GLG Partners LP employees. The Code contains policies and procedures that, among other things:  Require employees to observe fiduciary duties owed to clients;  Prohibit employees from taking personal advantage of opportunities belonging to clients;  Prohibit trading on the basis of material nonpublic information;  Require employees to comply with anti-money laundering requirements;  Place limitations on personal trading by employees and impose pre- clearance and reporting obligations with respect to such trading with the exception of certain security types;  Impose limitations on the giving or receiving of gifts and entertainment;  Restrict employee outside business activities;  Require employees to disclose family members’ business activities that may present a conflict;  Require pre-clearance on political contributions; and  Prohibit disclosure by employees of confidential information of GLG Partners LP and its clients. GLG Partners LP's employees are subject to the prohibition on trading on the basis of material nonpublic information and to the limitations and pre-clearance requirements on personal trading. Employee personal trades in securities covered by the Code are monitored by the Chief Compliance Officer or designee and governed by the procedures set forth in the Code. Employees may from time to time have proprietary investments in which clients advised or sub- advised by GLG Partners LP also take a position, may trade and invest simultaneously with such clients, and may take investment positions that are different from or opposite to the positions taken by such clients. In general, all personal securities transactions (except for unaffiliated US open-ended mutual funds, US Treasury securities, or other permitted investments listed in the Code) are subject to pre-clearance by the Chief Compliance Officer, or designee. A copy of GLG Partners LP's Code is available to clients and prospective clients upon request by contacting allincompliance@man.com. Furthermore, GLG Partners LP has adopted procedures to prevent and detect misuse of material nonpublic information. Specifically, GLG Partners LP's procedures prohibit any employee from trading, either personally or on behalf of others (such as client accounts advised or sub-advised by GLG Partners LP), while in possession of material nonpublic information, and prohibit employees from communicating material nonpublic information to others in violation of the law. From time to time, as part of its business activities, GLG Partners LP or its affiliates may come into possession of material non-public information concerning specific issuers. Under applicable laws and GLG Partners LP's procedures, this may limit GLG Partners LP's flexibility to buy or sell securities of such issuers. GLG Partners LP clients are subject to Man’s Cluster Munitions and Anti- Personnel Mines Policy, which is designed to ensure compliance with The Convention on Cluster Munitions and relevant laws. This may limit GLG Partners LP’s flexibility to buy or sell securities of issuers that, among a range of other activities, are involved in cluster munitions or anti-personnel mines or other controversial weapons for its clients.

In addition, certain GLG Partners LP clients may be subject to the Man Responsible Investment framework which considers responsible investment criteria when making investment decisions. GLG Partners LP and its affiliates are subject to certain position limits, including commodities. Under applicable laws and internal procedures, this may limit GLG Partners LP’s flexibility to buy certain futures contracts or derivatives thereon.

Related persons and personnel of GLG Partners LP and its affiliates (the "Advisory Affiliates") may invest in or have a financial interest in the Funds and may not invest in all such Funds. It is expected that the size of these investments or the financial interest will change over time. Potential conflicts may arise due to the fact that the Advisory Affiliates may have investments or financial interests in some Funds but not in others or may have different levels of investments or financial interests in various Funds, and because the Funds may pay different levels of fees. In addition, certain Advisory Affiliates may from time to time make personal investments in securities or financial instruments which may be appropriate for, may be held by, or may fall within client investment guidelines. Such Advisory Affiliates may buy, sell, or hold securities or other financial instruments for their own accounts while entering into different investment decisions for one or more clients. These activities may adversely affect the prices and availability of securities or financial instruments held by or potentially considered for one or more clients. From time to time, GLG Partners LP or the Advisory Affiliates may form and manage additional pooled investment vehicles and advise other client accounts with similar or different investment strategies as the Funds or managed accounts currently advised or sub- advised by GLG Partners LP. It may be appropriate for more than one Fund or managed account advised by GLG Partners LP to trade in the same securities at the same time. GLG Partners LP has policies and procedures to manage the conflicts of interest in connection with such trades. B. Securities in which the Investment Adviser or a Related Person Has a Material Financial Interest. 1. Cross Transactions and Principal Transactions Cross transactions may be effected on behalf of clients in connection with portfolio rebalancing or other situations such as cash flow events, among others. Such cross transactions may be arranged through a broker and effected at an independently verifiable current price where such can be ascertained. For cross trades involving non-exchange traded securities, to the extent possible, quotes are obtained from different brokers. Commissions may or may not be charged in cross trades. GLG Partners LP receives no fee or compensation in connection with such activity and seeks to comply with the requirements of the Advisers Act or other applicable law for cross trades whether agency or principal. A determination will be made as to whether a cross transaction is appropriate for a given client or in a given transaction and in accordance with any client or regulatory restrictions. Each cross transaction will be performed consistently with GLG Partners LP's policies and procedures. To the extent that a cross transaction may be viewed as a principal transaction, GLG Partners LP will comply with the requirements of Section 206(3) of the Advisers Act with respect to any US client or Fund, including that GLG Partners LP will notify the applicable client (or an independent representative of the client) in writing of the transaction and obtain the client's consent (or the consent of an independent representative of the client). GLG Partners does not consider inadvertent cross transactions that may take place in the market as a result of investment decisions taken by GLG Partners LP and its affiliates as cross transactions or principal transactions. 2. Allocation of Investment Opportunities GLG Partners LP provides discretionary advisory or sub-advisory investment advice and/or management services to Funds, client accounts and proprietary funds or accounts (each an “Account”) that may seek to invest in the same investment opportunities. In addition, GLG Partners LP affiliates provide investment advice to multiple client accounts that may seek to invest in the same investment opportunities as GLG Partners LP's clients. This will create potential conflicts and potential differences among Accounts, particularly where there is limited availability or limited liquidity for those investments. GLG Partners LP has developed policies and procedures that provide that investment opportunities will be allocated and purchase and sale decisions will be made among these Accounts in a manner that is considered to be reasonable and equitable and in a manner that is consistent with each Account’s investment objectives and guidelines. GLG Partners LP may determine that an investment opportunity or particular purchases or sales are appropriate for one or more Accounts, but not for other Accounts, or are appropriate for or available to certain Accounts but in different sizes, terms, or timing than is appropriate for others. GLG Partners LP will make allocations for Accounts of such investments with reference to numerous factors including, without limitation, GLG Partners LP's perception of the appropriate risks and rewards for each Account, investment objectives and guidelines of each Account, leverage of each Account, the liquidity of the Account at the time of the investment and on a going-forward basis, risk parameters for each Account, regulatory restrictions affecting the client, in the case of offerings (initial or secondary), the size of the offering and such other factors as are relevant in the judgment of GLG Partners LP. Although allocating orders among Accounts may create potential conflicts of interest because of the interests of GLG Partners LP, its affiliates or its employees or because GLG Partners LP may receive greater fees or compensation from Account over another, GLG Partners LP will not make allocation decisions based on such interests or greater fees or compensation. Allocation among Accounts in any particular circumstance may be more or less advantageous to any Account. In addition, transactions in investments by multiple Accounts may have the effect of diluting or otherwise impairing the values, prices or investment strategies of an individual Account, particularly, but not limited to, in small capitalization, emerging market, or less liquid strategies. Therefore, the amount, timing, structuring, or terms of an investment by some clients may differ from, and performance may be lower than, investments and performance of other clients. With regards to GLG CLOs, GLG Partners LP may give priority to certain newly launched CLOs, which have or are expected to have a substantial amount of cash to invest/ramp up (including warehousing vehicles), or need to raise cash/ramp down/liquidate when GLG Partners LP is allocating investment opportunities. GLG CLOs that receive such a priority relative to other GLG CLOs include those which have been seeded by GLG Partners LP or an affiliate or are used to warehouse Leveraged Loan investments in anticipation of the launch of a potential CLO. Once the deal is considered “seasoned,” GLG Partners LP will look to optimize the CLO’s spread, rating, and diversity, as well as concentration tests and other covenants outlined in the CLO’s indenture through purchases and sales. Subject to the requirements of each CLO’s indenture, GLG Partners LP will generally allocate investment opportunities among the CLOs it manages in a manner that it believes, in its reasonable judgment; to be appropriate given factors it believes to be relevant. Such factors may include CLO investment objectives, collateral quality, concentration limitations and interest, and asset coverage tests, liquidity, diversification, lender covenants and other limitations set forth in a CLO’s indenture and the amount of free cash a CLO has available for investment. In addition, GLG Partners LP may acquire securities or other financial instruments of an issuer for one Account that are senior or junior to securities or financial instruments of the same issuer held by, or acquired for, another Account (e.g., one Account may acquire senior debt while another Account may acquire subordinated debt). Furthermore, GLG Partners LP may pursue investment strategies for certain Accounts that may have different objectives and in some cases may conflict with the investment strategies of other Accounts. GLG Partners LP recognizes that conflicts may arise under such circumstances and will endeavor to treat all Accounts fairly and equitably. 3. Valuation Each managed account is responsible for its own valuation of assets which typically a third party custodian may provide. To the extent requested, GLG Partners LP will provide managed account clients with information that may assist in the valuation of assets. However, GLG Partners LP will not be responsible for the valuation of managed account assets. For GLG Partners LP Funds, valuation policies and procedures have been established that seek to establish a consistent framework and methodology for the determination, validation, approval, regular monitoring and review of pricing all positions of each Fund. The Fund’s directors have appointed an Independent Pricing Committee (the “IPC”) to undertake certain services concerning the valuation policies and procedures relating to each Fund. The IPC is an independent body set up to: (1) establish a pricing matrix (a table which lays out a pricing source for certain assets and liabilities) which the directors will decide whether to adopt for the Fund and if so will thereafter be used by the administrator to calculate the value of the assets and liabilities held by the Fund; and (2) establish the prices of any positions held in the Fund that do not have an independently ascertainable value as per the pricing matrix. In addition, the IPC provides general governance and oversight of the valuation process. C. Investing in Securities that the Investment Adviser or a Related Person Recommends to Clients The Code of Ethics places restrictions on personal trades by employees, including that they disclose their personal securities holdings and transactions to GLG Partners LP on a periodic basis, and requires that employees pre-clear certain types of personal securities transactions. Subject to certain exceptions, GLG Partners LP's employees may not engage in personal securities trading without pre-clearance. Accordingly, under certain circumstances, GLG Partners LP, its affiliates and its employees may invest on behalf of themselves in securities and other instruments that would be appropriate for, held by, or may fall within the investment guidelines of clients. GLG Partners LP, its affiliates and its employees may give advice or take action for their own accounts that may differ from, conflict with or be adverse to advice given or action taken for clients. These activities may adversely affect the prices and availability of other securities or instruments held by or potentially considered for one or more clients. Potential conflicts also may arise due to the fact that GLG Partners LP and its personnel may have investments in some Funds but not in others or may have different levels of investments in the various Funds. GLG Partners LP has established policies and procedures to monitor and resolve conflicts with respect to investment opportunities in a manner it deems fair and equitable, including the restrictions placed on personal trading in the Code of Ethics, as described above, and regular monitoring of employee transactions and trading patterns for actual or perceived conflicts of interest, including those conflicts that may arise as a result of personal trades in the same or similar securities made at or about the same time as client trades. D. Conflicts of Interest Created by Contemporaneous Trading GLG Partners LP manages investments on behalf of a number of Accounts. Certain Accounts have investment strategies that are similar to or overlap and may, therefore, participate with each other in investments. It is the policy of GLG Partners LP to allocate investment opportunities among all Accounts fairly, to the extent practical and in accordance with each Account’s applicable investment strategies, over a period of time. GLG Partners LP will have no obligation to purchase or sell a security for, enter into a transaction on behalf of, or provide an investment opportunity to any Account solely because GLG Partners LP purchases or sells the same security for, enters into a transaction on behalf of, or provides an opportunity to another Account if, in its reasonable opinion, such security, transaction or investment opportunity does not appear to be suitable, practical or desirable for the Account. Allocations of initial public offerings or other limited offerings ("Limited Offering") by GLG Partners LP will be made in a fair and equitable manner among eligible Accounts. Allocations will be made among Accounts eligible to participate in a Limited Offering taking into account factors such as long term investment horizons, investment objectives and guidelines, different levels of investment for different strategies, the overall portfolio composition for each Account, and such other relevant factors. Eligibility to participate in a Limited Offering may include but is not limited to consideration of the following factors: (i) Accounts whose investment guidelines explicitly prohibit such investment, (ii) "restricted persons" under the FINRA New Issues Rule 5130 or an executive officer or director of a public company or a covered non-public company, or a person materially supported by such an executive officer or director, as contemplated under FINRA New Issues Rule 5131, (iii) suitability requirements, (iv) account turnover guidelines, and (v) available investable capital. GLG Partners LP or its affiliates may take inconsistent positions in the same security or trade in opposite directions as a result of rebalancing or different investment strategies. This will result in potential conflicts of interest. GLG Partners LP strives to ensure that all clients are treated fairly and equitably. GLG Partners LP may offer a third party, client or investor the opportunity to co- invest in any transaction in which one or more managed accounts or funds have made, or will make an investment. Typically this may occur in relation to privately placed and/or negotiated transactions, or transactions with a limited capacity or finite amount available and/or a relatively short time horizon in which to execute. In addition, from time to time, GLG Partners LP may offer a third party or others a specific investment opportunity that GLG Partners LP may have become aware of in the course of providing investment advisory services to its clients. In such cases, GLG Partners LP may decide that such investment opportunity does not fit within the client’s investment strategy and therefore GLG Partners LP may offer the investment opportunity to third parties or others.

GLG Partners LP may not offer co-investment opportunities to all current or potential managed accounts or investors but will take into account such factors as it determines appropriate based on the current facts and circumstances of the co-investment opportunity. The allocation of any co-investment opportunity will be determined at its sole discretion. Consideration will be given to various factors including the ability of a potential co-investor to commit to invest in a short period of time, whether they have expressed an interest in participating in a co-investment opportunity and the alignment of a current investor’s interest and the potential co-investor’s goals and such other factors as GLG Partners LP deems relevant, which may include subjective determinations such as forming relationships and providing strategic benefits to investors. Please refer to Item 8.B under “Co-Investments” for additional information and risk disclosures pertaining to co-investments. ITEM 12 please register to get more info

A. Factors Considered in Selecting or Recommending Broker-Dealers for Client Transactions GLG Partners LP will place orders for the execution of transactions for Accounts via a centralized trading desk and in doing so, it will seek best execution in accordance with its Best Execution Policy which takes into account a number of factors which may include, among other things, commission rates (and other transactional charges), price, the broker's financial strength, ability to commit capital, stability and responsibility, reputation, reliability, overall past performance of services responsiveness as well as means of communication, ability to execute trades based on the characteristics of a particular trade, technology and trading systems, trading activity in a particular security, block trading and block positioning capabilities, depth of available services, arbitrage operations, bond capability and options operations, access to certain markets, the availability of stocks to borrow for short trades, willingness to execute related or unrelated difficult transactions, order of call, back office, settlement processing and special execution capabilities, efficiency and speed of execution, and error resolution. Accordingly, while the centralized trading desk will endeavor to achieve best execution; it may not be the case that we will receive the best possible results on each and every transaction as there are a variety of factors, a number of which lie outside our control that may impact execution quality. Rigid formulas are not used in selecting brokers, but rather a combination of factors is considered. There is, however, no direct correlation between these factors and the allocations of brokerage for Accounts advised or sub-advised by GLG Partners LP. Because of the range of factors considered by it is possible that GLG Partners LP's clients may pay brokerage commissions in excess of that which another broker might have charged for effecting the same transaction. A good faith determination is made to ensure that the amount of commission is reasonable in relation to the value of any products and services received the broker's execution ability, and other factors. GLG Partners LP may at times participate in “give-ups” for certain OTC derivatives. Delegation to Affiliates GLG Partners LP delegates certain of its order handling and execution responsibilities to centralized trading desk. In doing so GLG Partners LP ensures that the centralized trading desk complies with any client restrictions as well as GLG Partners LP’s policies and procedures relating to order handling and execution responsibilities. GLG Partners LP believes that such delegation is consistent with its obligations and is in the best interests of its Accounts. 1. Payment of Research GLG Partners LP separates execution commission from any investment research payments. GLG Partners LP engages the services of various external third party research providers to assist it with its portfolio management activities. Where research goods and services are provided, payment is effected using one or more of the following methods:
• from its own resources;
• from a Research Payment Account (“RPA”) funded through a transactional payment method. Not all Funds managed by GLG Partners LP have deployed a RPA as a means of purchasing third party research material; some Funds will have their research needs paid by GLG Partners LP. The consumption of research across Funds using an RPA (“RPA Accounts”) may not be evenly distributed and may differ on a needs basis. GLG Partners LP will only pay for third party research materials and services that concerns one or several financial instruments or other assets; or the issuers or potential issuers of financial instruments; or is closely related to the specific industry or market such that it informs views on financial instruments, assets or issuers within that sector and:
• implicitly or explicitly recommends or suggest an investment strategy;
• provides a substantiated opinion as to the present or future value or price of such instruments or assets;
• contains analysis and original insights and reaches a conclusion based on new or existing information that could be used to inform an investment strategy or capable of adding value to GLG Partners LP investment decisions. Research payments will not be linked to the volume or value of transactions executed on their behalf. The organisation or facilitation of corporate access meetings is not considered a research service and, as such, any charges for such services will not be paid for by RPA Accounts. A Research Oversight Committee has been established and is charged with setting fund research budgets on an annual basis. It is also responsible for ensuring the fair allocation of costs for research materials across benefiting Funds. The allocation of research payments is based on GLG Partners LP reasonable assessment of the need for third party research consumption to enhance its portfolio management trading decisions. The allocation of research payments across Funds will be reviewed by Research Oversight Committee. All payment requests to RPAs will be recorded alongside the methodology of how the amounts have been determined. The Research Oversight Committee is responsible for ensuring comprehensive and accurate disclosures are made available as required. Third party research materials and services received as described above are within the types of products and services under the "safe harbor" of Section 28(e) of the Securities Exchange Act of 1934 (as amended) as it relates to GLG Partners LP US Clients. During 2019, research services paid via an RPA generally included information on the economy, industries, groups of securities, individual companies, statistical information, political and legal developments affecting portfolio securities, technical market action, pricing and appraisal services, and bespoke risk measurement analysis. Such research services were received primarily in the form of written reports, telephone contacts, and personal meetings with research analysts. In some cases, Research services is generated by third parties but are provided to GLG Partners LP by or through broker-dealers. If a product or service obtained provides both research and non-research assistance to GLG Partners LP (i.e., a "mixed use item"), GLG Partners LP will make a good faith effort to determine the relative proportion of the product or service used to assist GLG Partners LP in carrying out its investment decision making responsibilities, and the relative proportion used for administrative or other non-research purposes. The proportionate amount of the product or service that is used to assist GLG Partners LP in carrying out its investment decision making responsibilities will be paid via the methods mentioned above. A proportionate amount attributable to administrative or other non-research purposes will be paid for by GLG Partners LP from its own resources. In making good faith allocations of costs between administrative benefits and research services, a conflict of interest may exist by reason of GLG Partners LP's allocation of the costs of such benefits and services between itself and its clients. 2. Brokerage for Client Referrals GLG Partners LP does not consider capital introduction and marketing assistance with respect to investors in the Funds when selecting or recommending broker-dealers for the Funds. However, GLG Partners LP’s affiliate, MII, may be invited to capital introduction events as a result of the relationship GLG Partners LP and its affiliates have with such broker dealers. 3. Directed Brokerage Generally, GLG Partners LP does not engage in directed brokerage. However, in circumstances where it receives specific instructions from an Account regarding the use of specific brokers for account transactions, for example in relation to an approved broker list it will consider that it has discharged its best execution obligation when executing the order in accordance with those specific instructions. It is the client’s responsibility to evaluate such brokers. Directed brokerage arrangements may prevent GLG Partners LP from taking the steps designed and implemented in its best execution policy to obtain the best possible result for the execution of those orders in respect of any element of the order covered by those instructions. B. Order Aggregation Account orders may be aggregated if in the trader’s reasonable judgment, such aggregation is reasonably likely to result in an overall economic benefit to the other Accounts based on an evaluation that they will be benefited by relatively better purchase or sale prices or beneficial timing of transactions, or a combination of these and other factors. It should be noted that only trades that the trader is aware of will be aggregated. There may be times where more than one trader is placing an order for the same security and such orders are not aggregated. In many instances, the purchase or sale of financial instruments for an Account will be effected simultaneously with the purchase or sale of similar financial instruments for other Accounts. When an aggregated order is filled through multiple trades with the same broker at different prices on the same day, each participating Account will typically receive an average price with transaction costs allocated pro-rata based on the size of each Account’s participation in the order (or actual allocation such as in the case of a partial fill) as determined by GLG Partners LP. It should be noted that aggregated transactions may be made at slightly different prices, due to the volume of financial instruments purchased or sold. In the event of a partial fill, allocations will generally be made pro rata based on the initial order, but may be modified on a basis that GLG Partners LP deems to be appropriate, including for example, in order to avoid odd lots or de minimis allocations among other factors. When aggregating orders, GLG Partners LP will seek to mitigate any potential disadvantage that order aggregation may have. However, there is no guarantee that a benefit will be derived from order aggregation and it is possible that clients may be disadvantaged as a result of order aggregation and pro rata trade allocation. Accounts with specific restrictions or instructions (e.g. approved brokers list, counterparty restriction or directed brokerage arrangements) may not be included in aggregated trades. C. Trade Error Policy and System Event In the event that there is an error with respect to trades made on behalf of clients, a formalized process is in place for the resolution of such errors. GLG Partners LP will correct such error in accordance with its policies and procedures. If GLG Partners LP, in its sole discretion determines that a client should be reimbursed as a result of a trade error caused by GLG Partners LP, interest will generally not be paid on such losses. Please refer to Item 8.B under “Trade Error Risk” for additional information and risk disclosures pertaining to trade errors. The systematic approach to certain investment strategies utilised by GLG Partners LP harnesses complex econometric and statistical theories, research and modelling which may result in “a system event” (e.g., errors regarding trading systems, coding/programing/modelling, etc.). GLG Partners LP will correct such errors in accordance with its policies and procedures. Any losses or gains arising from system events shall be borne by the Fund or client. The Fund or client will benefit from any gains and bear any losses unless it otherwise determined by GLG Partners LP. Please refer to Item 8.B under “Model and Data Risk” for additional information and risk disclosures pertaining to system events. D. GLG Partners LP’s CLO Brokerage Practices GLG CLOs prospectuses generally specify investment guidelines regarding diversification, ratings and risk among other criteria, to be adhered to in the management of such CLOs. GLG Partners LP transacts in leveraged loans in both the primary and in the secondary bank markets. In the primary market, GLG Partners LP deals directly with the syndicating bank; in the secondary market, GLG CLOs buy and sell interests in leveraged loans from commercial banks and dealers acting as principals, paying a markup or bid-offer spread, not a commission, on such trades. Primary issuance is usually handled by a limited universe of banks who syndicate new issuance among a group of lenders or potential lenders that have indicated an interest in participating. Trading in the secondary market occurs through a bid and offer process. Accordingly, GLG Partners LP may not be in a position to select a dealer or bank in all cases. In such cases, the only bank or dealer making a market in a specific leveraged loan or offering the investment represents the only available market and thus is the “best” execution. ITEM 13 please register to get more info

A. Frequency and Nature of Review of Client Accounts or Financial Plans GLG Partners LP's portfolio management team, including portfolio managers, research analysts, and traders, are primarily responsible for reviewing Accounts and do so individually or in a group, depending upon account needs and market conditions. The portfolio management team, individually or in a group, performs daily, weekly, or monthly reviews of all accounts as they deem appropriate or as otherwise required. Reviews may be undertaken because of changes in market conditions; change of security positions; changes in investment objectives or policies; capital inflows/outflows; and other reasons. Various matters may be discussed during such reviews, (e.g., performance of accounts in connection with investment objectives, portfolio construction, risk/reward, security positions, and investment opportunities). B. Factors Prompting Review of Client Accounts Other than a Periodic Review A review of an Account may be triggered by changes in market conditions; change of security positions; changes in investment objectives or policies; capital inflows/outflows; and other reasons. C. Content and Frequency of Account Reports to Clients The requirements for frequency and content of reports will be set forth in the documents for each Account. Investors in the Funds generally receive estimated and final monthly statements, as applicable, generally showing account values, changes in account values, account activity, asset allocation, currency exposure and performance. Investors in private funds also generally receive audited financial statements prepared within either 90 days or 120 days, depending on regulatory requirements, of the applicable fund's fiscal year end. While all investors generally receive similar information, to the extent an investor receives additional information (that other investors have not received), which is in addition to information provided in a Fund's regular reports to investors, such information may provide such investor with greater insight into the Fund's activities. This may enhance such investor's ability to make investment decisions with respect to a Fund and possibly affect such investor's decision to request redemption from such Fund. Affiliated investment advisers that invest in GLG Partners LP Funds will receive information with greater transparency on such Fund that may not otherwise be made available to other investors. ITEM 14 please register to get more info

A. Economic Benefits for Providing Services to Clients GLG Partners LP does not receive economic benefits from non-clients for providing investment advice and other advisory services. B. Compensation to Non-Supervised Persons for Client Referrals From time to time, GLG Partners LP and/or its affiliates may utilize third party placement agents or solicitors that receive compensation, which may be borne either by GLG Partners LP or its affiliates or by the investor or client, for referring the client to GLG Partners LP or investors to the Funds. Compensation may be in the form of a percentage of management fees or performance fees, a flat fee or as otherwise agreed. GLG Partners LP or its affiliates may benefit from the arrangements where clients are referred directly to it and/or investors are referred directly to a Fund, since the management fees are generally based upon a percentage of such client's assets under management. Thus the more assets GLG Partners LP or its affiliates has under management, the higher the management fee income. If applicable, any such arrangement with a third-party solicitor will comply with Rule 206(4)-3 under the Advisers Act. MII, a US based affiliate of GLG Partners LP, acts as a solicitor for managed accounts and the selling agent and/or investor servicing agent for certain Funds. MII may receive a percentage of a Fund’s management fee to act as selling agent and or investor servicing agent. In addition, MII has entered into agreements with other broker-dealers and certain financial advisers to solicit interests in Funds and/or to provide ongoing investor services and account maintenance services to investors. Each such broker-dealer and financial adviser generally receives compensation based on the aggregate value of outstanding interests held by investors that receive services from such persons, fixed amounts or other agreed upon compensation. Such compensation generally will be paid by MII from the fees that it receives from a Fund or GLG Partners LP. In addition, GLG Partners LP has entered into a distribution agreement with MIAG and certain other affiliated entities. These affiliated entities act as solicitors for managed accounts and the selling agent and/or investor servicing agent for certain Funds outside of the U.S. ITEM 15 please register to get more info

With regards to its US clients and private funds, GLG Partners LP is subject to Rule 206(4)-2 under the Advisers Act (the "Custody Rule"). In accordance with the Custody Rule each Fund complies with the provisions of the "Pooled Vehicle Annual Audit Exception" and is subject to audit at least annually by an independent public accountant that is registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board, and distributes its audited financial statements to all investors within 120 days of the end of its fiscal year. With respect to certain managed accounts and, as agreed, GLG Partners LP may directly debit fees from such clients’ accounts and may be deemed to have custody as a result of such authority. In these cases in order to comply with the Custody Rule, managed accounts will receive statements directly from the managed account’s qualified custodian(s) (as defined in the

ITEM 16 please register to get more info

In general, GLG Partners LP provides discretionary advisory or sub-advisory investment advice and/or management services to its clients. As such, GLG Partners LP has discretion regarding all decisions and is authorized to determine and direct execution of portfolio transactions within each client's specified investment objectives, restrictions and policies. However, GLG Partners LP's discretion is subject to limits imposed as described in the applicable offering document in the case of the Funds, as applicable, and investment management agreements or other relevant documents with each client advised or sub-advised by GLG Partners LP. GLG Partners LP utilizes the investment management capabilities of GLG LLC and/or other affiliates in providing services to certain clients. GLG Partners LP utilizes a centralized trading desk to execute orders on behalf of its clients (together with clients of its affiliates), and allocates trades, in the manner described in Item 11 herein. Accordingly, for purposes of the responses to Item 11, references to GLG Partners LP shall be deemed to include GLG LLC and/or other affiliates to the extent that GLG LLC and/or other affiliates provide investment management and/or trading capabilities with respect to clients of GLG Partners LP. GLG Partners LP does not provide investment advice to the investors in its CLO products. ITEM 17 please register to get more info

A. Proxy Voting GLG Partners LP has adopted policies and procedures to ensure that any proxy voted on behalf of its clients is voted in a manner which is in the best interests of such clients. Proxies will be voted for clients at GLG Partners LP’s or the Portfolio Manager’s discretion, where GLG Partners LP has been specifically instructed by a client to vote proxies or where GLG Partners LP is required to vote a proxy for a client (each a “Proxy Client”). In such cases, proxies will be evaluated and voted in the best interest of the relevant Proxy Client(s). It should be noted that there may be times whereby Portfolio Managers invest in the same securities/assets while managing different investment strategies and/or Accounts; accordingly, it may be appropriate in certain cases that such securities/assets are voted differently across different investment strategies and/or Accounts, based on their respective investment thesis and other portfolio considerations. GLG Partners LP will only vote proxies on securities currently held by clients. Proxies received for securities that are loaned, on contract for difference/swap or where there is no economic interest will generally not be voted. GLG Partners LP will endeavor to identify material conflicts of interest, if any, which may arise between GLG Partners LP and one or more issuers of clients’ portfolio securities, with respect to votes proposed by and/or affecting such issuer(s), in order to ensure that all votes are voted in the overall best interest of clients. GLG Partners LP has established a Stewardship and Active Ownership Committee to be responsible for resolving proxy voting issues when deemed necessary; making proxy voting decisions where a material conflict of interest may exist; monitoring compliance with the Global Proxy Voting Policy; and setting new and/or modifying existing policy, among other functions. GLG Partners LP has appointed, and will appoint from time to time, one or more proxy voting service companies, to provide it with proxy voting services for certain Proxy Clients. Where applicable, GLG Partners LP will generally vote proxies for the relevant Proxy Clients in accordance with the relevant proxy voting service company’s proxy voting guidelines, unless otherwise specifically instructed to vote otherwise by the Portfolio Manager or such Proxy Client. GLG Partners LP Proxy Voting Policy is based on the Glass Lewis standard policy and the following additional ESG-oriented principles: Key areas GLG Partners LP Proxy Voting Policy 1. Board Gender Diversity Vote against the chair of the Nomination committee wherein a Company fails to meet legal requirements, nominate any women to the board, or meet the best practice standard prevalent in the market and has not disclosed any cogent explanation or plan regarding board gender diversity. 2. Board Tenure and Refreshment Vote against members of the Nomination and/or Governance committees wherein the board has an average tenure of greater than 10 years and there have been no new nominees in the last 5 years. 3. Executive Compensation Vote against executive compensation policies wherein a Company has received a Pay-for-Performance grade of ‘D’ or ‘F’ and sustainability is not an explicit consideration when determining executive pay.

* Only applies to Canada, USA, and Australia. 4. Independent Auditor

Vote against reappointment if the auditor has been serving for longer than 20 years. 5. Reincorporation Vote against reincorporation proposals wherein a Company will be reincorporating to a tax haven and / or reincorporating offshore for tax and / or governance avoidance or to the detriment of shareholders. 6. Shareholder Proposals Support any shareholder initiatives that request additional disclosure on behalf of a company or are otherwise socially- positive, and not conversely aimed at limiting disclosure or consideration of key issues. The Glass Lewis standard proxy voting guidelines can be found on Glass Lewis’ website at: http://www.glasslewis.com/guidelines/ Nevertheless, in voting proxies, GLG Partners LP will take into account what is the overall best economic interest of its Proxy Clients. GLG Partners LP maintains documentation memorializing the decision to vote a proxy in a manner different from what is stated in the relevant proxy voting guidelines. GLG Partners LP may refrain from voting a proxy when it is determined that the cost of voting the proxy exceeds the expected benefit to the client. Documentation is maintained of all proxies that are not voted for Proxy Clients and the reasons therefor where GLG Partners LP has been instructed by the Proxy Client to vote. Upon request, clients may receive a copy of GLG Partners LP’s Global Proxy Voting Policy and/or information regarding the manner in which securities held in their account were voted by contacting GLG Partners LP at +44 20 7144 1000. B. Class Actions GLG Partners LP will only participate in class actions on behalf of clients (as authorized) to the extent possible and practical and where it believes it is in the best interests of the clients to do so. There may exist circumstances where a recovery is possible but GLG Partners LP does not believe it is in the client’s best interest to so participate. GLG Partners utilizes the services of a third party class actions service provider to file claims and participate in class action settlements. Only current clients or Fund investors will receive any proceeds received from class action recoveries. Investors that have fully redeemed will not receive any class action proceeds. GLG Partners LP may consider a de minimis amount with regards to distributing any proceeds received. GLG Partners LP may from time to time receive notification of and/or determine to engage or participate in litigation regarding investments held by clients. GLG Partners LP may participate in those lawsuits where GLG Partners LP has made the determination that the potential benefit to its client(s) outweighs the costs of participation in the litigation. Any monies recovered as a result of any such litigation will be allocated on a pro rata or other appropriate basis to client(s) which hold/held the investment at issue. GLG Partners LP will not be responsible for reimbursing any client(s) or investor(s) who may have been invested during the period that is the subject of any litigation but had redeemed or withdrawn such investment prior to such a recovery. GLG Partners LP may consider a de minimis amount with regards to distributing any proceeds received. ITEM 18 please register to get more info

GLG Partners LP is not required to include a balance sheet for its most recent fiscal year, is not aware of any financial condition reasonably likely to impair its ability to meet contractual commitments to clients, and has not been the subject of a bankruptcy petition at any time during the past ten years. please register to get more info