Fund Description

THE FUND.

OHL VENTURES FUND, LLC, a Delaware series limited liability company.

THE MANAGER:   

Ozmarq Holdings LTD, a New York Limited Liability Company, will be the Manager of the Fund. The Manager will be responsible for the day‑to‑day operations of the Fund.

THE INVESTMENT ADVISOR:

An Investment Advisor may be retained, from time to time, as the Investment Advisor to the Fund. The Investment Advisor will have discretionary authority to (i) originate, analyze, and recommend investment opportunities to the Fund that are consistent with the purpose of the Fund, (ii) structure investments, (iii) identify funding sources for Portfolio Companies, (iv) supervise the preparation and due diligence review of documentation relating to the acquisition, financing, and disposition of investments, (v) monitor and evaluate investments, and (vi) provide such other services related thereto as the Manager may reasonably request. All investments of the Fund, and all acquisitions, dispositions and voting of securities by the Fund shall require the approval of the Investment Advisor. The Investment Advisor is exempt from registration in New York pursuant to N.Y. Gen. Bus. Law § 359 eee(a)(5) excludes from the definition of “investment adviser” a person that has “sold, during the preceding twelve month period, investment advisory services to fewer than six persons residing in [the state of New York].” Since each fund is considered a client (not each investor), most private fund advisers would be exempt from registration in New York (see N.Y. Comp. Codes R. & Regs. tit. 13, § 11.12(a)(2)).