FOR QUALIFIED INVESTORS ONLY – NOT FOR DISTRIBUTION TO RETAIL INVESTORS

Opportunities in Today’sOpportunities in Today s Private Equity Market

Troy Duncan, Managing Director

Citywire Fund Selector ConferenceMontreux, Switzerland

11 – 13 May, 2011

J P Morgan’s Private Equity Advisors Team (PEA)J.P. Morgan s Private Equity Advisors Team (PEA)Unique secondary approach to private equity

J.P. Morgan Special Opportunities Fund (JSOF)

14 person team focused on illiquid private assets– Part of $20+ billion global private equity platform

– Manage $1.6 billion in a separate, specialized private equity strategy1

– Portfolio managers Troy Duncan and Greg Getschow have worked together for 10+ years

– Launched February 2010– Luxembourg SICAV-SIF

– Quarterly subscriptions and redemptions2g y g g y

Global secondary investment strategy– Seek to invest in existing private equity deals, with visibility to exit in 1-3 years

– Focus on small, complex and non-standard transactions

redemptions2

– EUR, GBP, USD share classes

– Approximately $60 mm in AUM1

, p

Create non-traditional private equity funds– Provide funds with more flexible structures, features include:

No limited partnership structures (no capital calls or distributions)

J.P. Morgan Private Equity Limited (JPEL)

– Launched June 2005– LSE listed: JPELp p ( p )

Liquidity through trading or redemptions Offer equity and debt-like share classes Offer multi-currency share classes (EUR, GBP, USD)

– Guernsey registered closed-ended investment company

– Semi-annual tender facility at NAV3

Source: J.P. Morgan Asset Management1. As of 31 March 2011. 2. Subscriptions – quarterly at NAV. Redemptions – 5% of Fund’s NAV quarterly (at discretion of Board of Directors)3. Ability to tender up to 15% of total shares each year, at Director's discretion. In the event greater than 15% of shares are tendered, tenders will be reduced on a pro-rata basis. Shares tendered may be held in Treasury for further issuance. JPEL’s tender facility was not operated during the 2009 calendar year. On 29 September 2010, JPEL announced a 3% tender offer based on the prevailing net asset value as at 31 December 2010.

f 28 2011

– Equity and debt-like share classes

– Approximately $700 mm in AUM4

1

4. As of 28 February 2011.

Investment Strategy

2

Investment StrategyInvestment StrategyPurchase all forms of private assets on a global basis

Broad definition of private equity secondary transactions– Limited partnership interests– Debt or equity positions– Listed private equity– Multi-strategy: buyout, venture capital, PE real estate, infrastructure, mezzanine, etc.

Core philosophy: Purchase assets with underlying private equity sponsor managing for exit

LIQUID SEMI-LIQUID ILLIQUID

Private Asset Liquidity Spectrum

Listed Private

Syndicated 1st and 2nd Lien

Mezzanine Debt

Pre-IPO direct equity stake

Later stage secondary

Limited Partnership

Equity Debt direct interests interests

3

1. Source: J.P. Morgan Asset Management.

Unique Market PositionUnique Market Position

Traditional PE Interests

B t d V t C it l Li it d P t hi

Non-Traditional Secondary

Secondary Directs Single Assets Li t d P i t E it

Liquid Private Equity

Coller Capital

Goldman Sachs

HarbourVest Lexington Partners

AXA Partners

Buyout and Venture Capital Limited Partnerships Secondary Directs, Single Assets,HF Side Pockets, etc.

Listed Private Equity, Traded Debt

l Siz

e

HarbourVest

Landmark

Pantheon Ventures

Partners Group

LGT Paul Capital

Dea

Headway Partners

Green Park

Industry Ventures

Pomona Capital

Credit Suisse Paul Capital

Morgan Stanley

SEB Barwon

Mantra Red RocksHeadway Partners

J.P. Morgan’ s Private Equity Advisors TeamTriguard

Red Rocks

Complexity of Transactions

Source: J.P. Morgan Asset ManagementComplexity is determined by the length of time to close and nature of transaction. The names are given above for illustrative purposes only. The list of such names is not exhaustive. Offering documentation of each of the above managers should be consulted in order to assess

i l th t t d b h f th

4

precisely the strategy used by each of them.

Market Opportunity

5

Capital Flow towards Illiquid AssetsCapital Flow towards Illiquid Assets

Prior to 2008, significant capital was invested in illiquid assets

Over $2 trillion allocated to private equity funds from 2005-20081

– Significantly more when including direct deals by banks, family offices, hedge funds and sovereign wealth funds

Over $2.5 trillion of leveraged loans issued from 2005-20072

Hedge funds had over $4 trillion in AUM at 2008 peak3

– Trend to invest in more illiquid investments, including private equity (side-pockets)

Billions of additional capital allocated to other illiquid investments4 Billions of additional capital allocated to other illiquid investments4

– Real estate, infrastructure, mezzanine, distressed debt, structured products, CLOs, etc.

Illiquid Assets: Private Equity Hedge Fund SidePrivate Equity, Hedge Fund Side

Pockets, real estate, etc.

1. ThomsonReuters / VentureXpert, as at 30 September 2010. Reflects All Private Equity category, US and European funds raised. Includes amount of capital raised to date. 2. Wall Street Journal, 16 September 2010, “A Risky Loan Market Is Back in Gear”3. Hedge Fund Industry Asset Report – Q3 2010. HedgeFund.net Hedge Fund of Funds and Single Manager Hedge Funds.4 Th B t f A i b J h K Fi i l Ti P i t it f d f di t d d bt b A h S k i Fi i l N US i f d b ff i t it f d i i l b C diff d Al j G i

6

4. The Buyout of America by Josh Kosman, Financial Times, Private equity funds focus on distressed debt, by Anousha Sakoui, Financial News, US mezzanine funds buffer private equity fundraising slump, by Cardiff de Alejo Garcia

Market Dynamics Have Changed: Macro Event OccurringMarket Dynamics Have Changed: Macro Event Occurring

Vario s In estor Segments Aff t d b M k t E t Selling Illiquid Investments

Multi-year migration out of illiquid assets is underway

Insurance companies, banks, HNW individuals, sovereign wealth funds, hedge funds and proprietary trading

desks, etc.

Investor sentiment, regulatory pressures, structural changes, etc.

PE limited partnerships, PE debt, direct deals in HF side pockets,

structured products, non-core real estate, etc.

Various Investor Segments Affected by Market Events Selling Illiquid Investments

Investor sentiment shifting – General aversion to illiquid positions

Migration Towards Liquid Assetsq p

– Shift in allocation towards more liquid structures (UCITS, mutual funds, etc.)

Regulatory pressures causing sales of assets – Volcker rule, Basel III, Solvency II

Prop desks being forced out of market– Prop desks being forced out of market

Private equity funds launched in early 2000s near end of life– Required to dispose of assets

Credit crisis issues remain as many investors still have substantial

S J P M A M

Credit crisis issues remain as many investors still have substantial debt outstanding and liquidity issues

Liquid Assets

7

Source: J.P. Morgan Asset Management

Current Market Demands a Non-Standard Investment ApproachCurrent Market Demands a Non-Standard Investment Approach

Private equity funds : Currently paying 2006-2007 prices for assets despite limited leverage – Current period unlike post-recession periods in1992/93 or 2002/03

Traditional illiquid investment funds face difficult market conditions

Current period unlike post recession periods in1992/93 or 2002/03

Traditional secondary funds: Significant capital chasing LP stakes in buyout and venture funds – Many traditional PE fund of funds expanded mandate to include secondary LP purchases

Distressed debt funds: Many banks will “amend and extend” rather than force disruptive events Distressed debt funds: Many banks will amend and extend rather than force disruptive events– Private equity funds with significant undrawn capital to support portfolio companies

Hedge funds / bank prop desks: Former buyers of illiquid assets (side pockets) are now some of the largest sellers– Many hedge funds move towards more liquid structures and must sell illiquid assets

7 1x7.6x 7.8x

7.1x 7 1x7.3x

8.4x 8.4x

9.7x9.1x

7.7x

8.5x 8.3x8.0x

10.0x

12.0x

Mul

tiple

$127 $116

$245

$175

$225

$275

$

Change in High-Yield and Leveraged Loan Maturities since December 20082

Average LBO Purchase Price Multiples1

6.4x7.1x

6.7x6.0x

6.6x7.1x

2.0x

4.0x

6.0x

Purc

hase

Pric

e / E

BITD

A M

($57) ($64)($90)

($56)

$71

$127 $116

($75)

($25)

$25

$75

$125

Billi

ons

of U

S$

$394 billion

0.0x1994/5 (34)

1996 (31)

1997 (71)

1998 (90)

1999 (133)

2000 (116)

2001 (51)

2002 (40)

2003 (66)

2004 (127)

2005 (134)

2006 (178)

2007 (207)

2008 (69)

2009 (23)

2010 (78)

4Q10 (24)

Purchase Price Fees/Expenses

1. Source: Standard & Poor’s LCD Group; LCD’s Leveraged Buyout Review – 4Q10. Total Sources/Pro Forma Trailing EBITDA . Prior to 2003, Media, Telecom, Energy and Utilities deals excluded. Since 2003, all outliers excluded.2. J.P. Morgan. 2011 High-Yield And Leveraged Loan Outlook and Strategy Note: Maturity schedule as of 9 November 2010, while change is measured between 31 December 2008 and 9 November 2010,. Includes approximately $1,800 billion of high yield and leveraged l 9 N b 2010 R h h i i i 31 D b 2010 d b i f h h i i i i f d b i

($90)($127)

($175)

($125)

2010 2011 2012 2013 2014 2015 2016 2017 2018 or later

8

loans at 9 November 2010. Represents the change in maturities at 31 December 2010 and may not be representative of the change in maturities on a going forward basis.

How can Investors Benefit from the Current Market Opportunity?How can Investors Benefit from the Current Market Opportunity?

Identify “gaps” in the illiquid markets not addressed by other investors

Current Market Opportunity

Illiquid investors

Restricted by investment policies

“Gap”

Non-traditional assets for sale

Investors with a flexible mandate

Identify and pursue unique opportunities

pp y

Majority of investors are constrained by: – Investment restrictions

Si f i t t– Size of investments– Investment decision process – Complexity of transactions

Key to success in the current market will be influenced by:y y– Flexible, non-standard approach– Aggressive sourcing and due diligence efforts– Nimble investment team– Name brand recognition

S J P M A t M t

9

Source: J.P. Morgan Asset Management

Investment Example: Secondary Direct (Equity)Investment Example: Secondary Direct (Equity)

Investment opportunity: acquire a €10 million stake in a global market leader for industrial flooring solutions

Direct investment in a European cyclical business

Investment opportunity: acquire a €10 million stake in a global market leader for industrial flooring solutions– Sourced through existing J.P. Morgan PEA network (hedge fund) with significant insight into asset

“Gap” in Illiquid Markets: sellers comprised of non-traditional PE investors with a multitude of liquidity issues– Hedge fund in liquidation – Bank proprietary trading desk seeking to exit last illiquid position– Distressed European construction company seeking liquidity

Limited competition: small, complex transaction involving multiple sellers and out of favor sectorInvestment does not fit with mandate of most secondary or primary private equity funds:– Investment does not fit with mandate of most secondary or primary private equity funds:

Not part of a traditional private equity LP structure Complex ownership structure with significant restructuring required Follow-on capital required to capitalize on current market opportunities Quick investor decision required to ensure cohesion within seller groupQuick investor decision required to ensure cohesion within seller group

Compelling entry valuation with significant upside potential: entry price of under 2x EV/ 2011E EBITDA– Company has a strong balance sheet: no debt, net cash positive with unencumbered real estate– Pre-identified accretive acquisitions will immediately add value

R b di d b k id i i h i d i i 2011– Rebounding order book provides insight into turnaround scenario in 2011

Source: J.P. Morgan Asset Management. Past performance is not indicative of future results. This information above is given for illustrative purposes. It is considered to be accurate at the time of writing, but no warranty of accuracy is given and no liability in respect of any error or omission is accepted. These investment examples are included solely to illustrate the investment process and strategies which may be utilized by the Fund. Please note that

10

these investments are not necessarily representative of future investments that the Fund will make.

Investment Example: Traditional Secondary LP PurchaseInvestment Example: Traditional Secondary LP Purchase

Investment opportunity: purchase US$8 million LP interest in an India focused private equity fund

“Hidden jewel” in an auction of portfolio of Asian focused private equity funds

Investment opportunity: purchase US$8 million LP interest in an India-focused private equity fund– Transaction sourced through an auction that included several Asian private equity funds

“Gap” in Illiquid Markets: seller was European family office seeking to shift out of private equity

Li it d titi Alth h t f b d ti j it f b i t t d i thi f d Limited competition: Although part of a broader auction, majority of buyers were uninterested in this fund– Small interest in a relatively unknown fund manager with a complicated history– Portfolio is heavily weighted toward one asset with several publicly traded positions– Few buyers willing to carry out due diligence for such small deal.

J P Morgan’s PEA team undertook multi city trip in India to conduct due diligence– J.P. Morgan s PEA team undertook multi-city trip in India to conduct due diligence– J.P. Morgan’s PEA team leveraged relationship with local Indian fund of funds group

Compelling entry valuation with significant upside potential: purchase price of ~30% discount to NAV– J.P. Morgan’s PEA team believes that there is considerable embedded value with high quality assets

Macro-level interest in Asia based growth at discounted valuation Macro-level interest in infrastructure services in India Continued positive performance of the fund’s largest asset and public positions Recent infrastructure investment into largest asset establishes significantly higher valuation

A i t l 35% f tf li i bli d t bj t t l k (f t it th iti ) Approximately 35% of portfolio is public and not subject to a lockup (free to exit these positions) – Fund is beginning to exit positions, resulting in an early return of capital

Source: J.P. Morgan Asset Management. Past performance is not indicative of future results. This information above is given for illustrative purposes. It is considered to be accurate at the time of writing, but no warranty of accuracy is given and no liability in respect of any error or omission is accepted. These investment examples are included solely to illustrate the investment process and strategies which may be utilized by the Fund. Please note that

11

these investments are not necessarily representative of future investments that the Fund will make.

J.P. Morgan Special Opportunities Fund (JSOF)

12

J P Morgan Special Opportunities Fund (JSOF)

Launched in February 2010

J.P. Morgan Special Opportunities Fund (JSOF)“Open ended” fund specifically designed for European clients, offered as a Luxembourg SICAV-SIF

Launched in February 2010– Designed to appeal to small institutions, family offices, multi-asset managers and private banks– Open ended features tailored for distribution platforms– Innovative structure (Luxembourg SICAV-SIF) with attractive potential liquidity profile

Subscriptions and redemptions on quarterly basis2

Multi-currency share classes (EUR, GBP, USD)

Strong 13 month performance 1

NAV growth of 28 7% Euro Class A– NAV growth of 28.7%, Euro Class A– NAV growth of 28.5%, GBP Class A– NAV growth of 34.9%, USD Class A

1. Source: J.P. Morgan Asset Management. As of 31 March Past performance is not indicative of future results.2 S b i ti t l t NAV R d ti 5% f F d’ NAV t l ( t di ti f B d f Di t )

13

2. Subscriptions – quarterly at NAV. Redemptions – 5% of Fund’s NAV quarterly (at discretion of Board of Directors)

JSOF: Summary of Key Fund TermsJSOF: Summary of Key Fund Terms Designed to provide exposure to private assets with better liquidity than traditional LP structures

Structure: Specialised Investment Fund (SIF) organized as a SICAV in Luxembourg

Liquidity: Subscriptions – quarterly at NAV

Redemptions 5% of JSOF’s NAV quarterly (at discretion of Board of Directors) Redemptions – 5% of JSOF s NAV quarterly (at discretion of Board of Directors)

Net Management Fee: Institutional – 1.00%

Other Informed Investors – 1.75%

Performance Fee: 15% over a 7% preferred return (full catch-up)

Target net returns: 15% - 20%*

Currencies Offered: EUR, GBP, USDCurrencies Offered: EUR, GBP, USD

NAV calculation: Monthly based on IFRS and IPEV guidelines

Minimum subscription: Institutional – €10,000,000 (may be waived at management company’s discretion)

Other Informed Investors – €250,000 Other Informed Investors €250,000

* For more detailed information regarding JSOF, please refer to JSOF’s prospectus. An investor should not expect to achieve actual returns equal to the target return. The target return is the Fund’s investment manager’s goal based on the Management Company’s calculations using data available to it, the assumptions set forth within this presentation, past and current market conditions, and available investment opportunities, each of which is subject to change. Because of the inherent limitations of the target return, potential investors should not rely on it when making an investment decision. The target return cannot account for the impact that economic, market, and other factors may have on the implementation of an actual investment program. Unlike actual performance, the target return does not reflect actual trading, liquidity constraints, fees, expenses, taxes and other factors that could impact the future returns of the Fund. The investment manager’s ability to achieve the target return is subject to risk factors over which the investment manager will have no or limited control. Please see “Potential Risks and Other Considerations” for a more detailed explanation of the risks associated with investing in this Fund. No representation is made that the Fund will achieve the target return or its investment objective. Actual returns

14

could be higher or lower than the target return.

JSOF: Strong Performance Since InceptionJSOF: Strong Performance Since Inception

Performance Since Inception1

Euro Class A shares have increased 28.7% since inception

125 0%

130.0%

135.0%

140.0%

Performance Since Inception

Outperformed MSCI World

Index by over

110.0%

115.0%

120.0%

125.0% Index by over 1,000 basis

points1

90.0%

95.0%

100.0%

105.0%

F b 10 M 10 A 10 M 10 J 10 J l 10 A 10 S 10 O t 10 N 10 D 10 J 11 F b 11 M 11Feb-10 Mar-10 Apr-10 May-10 Jun-10 Jul-10 Aug-10 Sep-10 Oct-10 Nov-10 Dec-10 Jan-11 Feb-11 Mar-11

Euro, Class A GBP, Class A USD, Class A MSCI World Index USD

2010 / 2011 Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Total

Euro, Class A 0.15 12.25 3.28 (0.05) 3.77 2.71 (3.61) 0.96 4.90 (1.93) (1.40) 6.06 (0.65) 28.65

1 S J P M A t M t A f 31 M h 2011 P f b h t f f d P t f i t i di ti f f t lt

, ( ) ( ) ( ) ( ) ( )

GBP, Class A (0.19) 10.17 1.10 (2.35) 5.11 2.24 0.54 1.04 1.33 0.33 (1.61) 5.41 2.83 28.47

USD, Class A (0.63) 10.94 (3.25) 0.54 9.62 0.26 2.65 2.77 (1.29) 0.61 0.64 6.84 1.59 34.89

MSCI World (USD) 5.93 (0.16) (9.91) (3.56) 8.02 (3.92) 9.11 3.65 (2.35) 7.25 2.19 3.33 (1.24) 17.79

15

1. Source: J.P. Morgan Asset Management. As of 31 March 2011. Performance numbers shown are net of fees and expenses. Past performance is not indicative of future results.

JSOF: Portfolio DiversificationJSOF: Portfolio DiversificationJSOF has exposure to 25 underlying company positions

Portfolio Summary Current Focus Portfolio Summary– Number of companies: 25

Direct: 8 Listed 3

LP 2

Current Focus– Growth equity in Asia– Debt in smaller US companies– Special situations in Europe

Selecti e listed pri ate eq it (global)

Geography1Investment Strategy1 “Liquidity” Exposure2

LP 2 – Selective listed private equity (global)

Longer Term

Second-aries

North America

32%

Europe11%

GeographyInvestment Strategy1 Liquidity Exposure

Special Situations

33%

Liquid Assets

47%

Shorter Term

Second-

36%

Asia57%

Buyout58%

Real Estate5%

aries16%

1. Source: J.P. Morgan Asset Management. JSOF investment portfolio., does not include cash or liquidity funds . At 31 March 2011. Past performance not indicative of future results.2. At 31 March 2011. Liquid assets includes listed private equity investments and cash. Shorter term secondaries includes first and second lien debt investments. Longer-term secondaries includes traditional private equity limited partnerships and other longer duration i t t

Listed PE4%

5%

16

investments.

J.P. Morgan Private Equity Limited (JPEL)

17

J P Morgan Private Equity Limited (“JPEL”)J.P. Morgan Private Equity Limited ( JPEL )

Listed on London Stock Exchange in 2005

JPEL is the only listed private equity fund focused on the secondary private equity market

Listed on London Stock Exchange in 2005– Three share classes: 1 class of Equity Shares - $US 2 classes of Zero Dividend Preference (“ZDP”) Shares due 2013 and 2015, respectively - £ Sterling 1 class of Warrants - $US

– Periodic redemptions at Net Asset Value1

Dedicated global secondary fundg y– Core strategy is to acquire private equity interests in the secondary market– Target motivated or distressed sellers to buy non-distressed assets

Diversified portfolio and shareholder base Diversified portfolio and shareholder base– ~$700 million invested in 167 funds2

– Differentiated investor base consisting of HNW individuals and institutions in Europe and Asia

Di t ib t d $127 illi t h h ld i i ti 3 Distributed over $127 million to shareholders since inception3

1 Ability to tender up to 15% of total shares each year, at Director's discretion. In the event greater than 15% of shares are tendered, tenders will be reduced on a pro-rata basis. Shares tendered may be held in Treasury for further issuance. JPEL’s tender facility was not operated during the 2009 calendar year. On 29 September 2010, JPEL announced a 3% tender offer based on the prevailing net asset value as at 31 December 2010. 2. As at 28 February 2011..3. Since inception. Includes tender at 31 December 2010 NAV.Past performance is not indicative of future performance Performance returns shown can increase or decrease due to currency fluctuations

18

Past performance is not indicative of future performance. Performance returns shown can increase or decrease due to currency fluctuations.

JPEL: Summary of Key Fund TermsJPEL: Summary of Key Fund Terms Designed to provide exposure to private assets with better liquidity than traditional LP structures

Structure: Guernsey registered closed-ended investment company

Daily, via London Stock Exchange (LSE: JPEL)Liquidity:

Semi-annual tender1

Management Fee: 1.00% of total assets

Performance Fee: 7% over a 8% preferred return

Share classes available:

Equity Shares - US$

Zero Dividend Preference Shares (2 classes) – GBP

Warrants – US$

Currencies Offered: USD, GBP

NAV calculation: MonthlyNAV calculation: Monthly

Source: J.P. Morgan Asset Management For more detailed information regarding JPEL, please refer to JPEL’s prospectus. 1. Ability to tender up to 15% of total shares each year, at Director's discretion. In the event greater than 15% of shares are tendered, tenders will be reduced on a pro-rata basis. Shares tendered may be held in Treasury for further issuance. JPEL’s tender facility was not operated during the 2009 calendar year On 29 September 2010 JPEL announced a 3% tender offer based on the prevailing net asset value as at 31 December 2010

19

operated during the 2009 calendar year. On 29 September 2010, JPEL announced a 3% tender offer based on the prevailing net asset value as at 31 December 2010.

JPEL: PerformanceJPEL: PerformanceJPEL’s stock price and NAV have consistently outperformed relevant listed private equity benchmarks

200%

JPEL Performance of US$ Equity Shares Since Inception at 30 June 20051

JPEL’s US$

140%

160%

180%

JPEL NAV per Equity Share

$Equity Share price has outperformed the LPX Index by 29

60%

80%

100%

120%

JPEL Equity Share Price

q y

LPX Index

S&P 500 Indexpercentage points1

JPEL’s NAV has increased 31.4%

20%

40%

60%

Jun-

05

Aug

-05

Oct

-05

Dec

-05

Feb-

06

Apr

-06

Jun-

06

Aug

-06

Oct

-06

Dec

-06

Feb-

07

Apr

-07

Jun-

07

Aug

-07

Oct

-07

Dec

-07

Feb-

08

Apr

-08

Jun-

08

Aug

-08

Oct

-08

Dec

-08

Feb-

09

Apr

-09

Jun-

09

Aug

-09

Oct

-09

Dec

-09

Feb-

10

Apr

-10

Jun-

10

Aug

-10

Oct

-10

Dec

-10

Feb-

11

Apr

-11

since inception1

1 Source: J.P. Morgan Asset Management, Bloomberg as at 10 May 2011. Performance data shown is net of fees and expenses. JPEL NAV data as at 31 March 2011 released via the London Stock Exchange on 10 May 2011. LPX ® Composite performance shown is indexed to JPEL’s initial trade price of $1.07 on 30 June 2005. The index is well diversified across regions and LPE investment styles and represents the development of all LPE companies covered by LPX® that fulfill certain liquidity constraints. The LPX® Composite is a global Listed Private Equity (“LPE”) index with a broad number of constituents. P t f i t i di ti f f t f P f t h i d d t fl t ti

20

Past performance is not indicative of future performance. Performance returns shown can increase or decrease due to currency fluctuations.

JPEL: Portfolio DiversificationJPEL: Portfolio Diversification

Exposure to 167 distinct funds

Defensive portfolio built primarily through secondary transactions

47% of portfolio invested in small to mid-market buyout funds

Geography2 I t t St t 1 B o t Strateg 3Investment Type1

North America

34%Asia20%

Infrastructure3%

Special Situations

Funded Primary

8%Co-Investment

1 %

Primary6%

Geography2 Investment Strategy1 Buyout Strategy3Investment Type

Small44%Other

5%

Buyout

Venture Capital

12%

23%15%

Mega3%

Large3%

Medium3%Europe

41%

53%

Real Estate9%

12%Secondary

71%

1. Source: J.P. Morgan Asset Management. At 28 February 2011. The diversification charts above are based on Net Asset Value as at 28 February 2011 and use underlying fund-level values. 2. Source: J.P. Morgan Asset Management. At 31 December 2010. Geographic diversification reflects underlying company level values. 3. Source: J.P. Morgan Asset Management. At 28 February 2011. Fund classifications for buyout strategy is based on total fund commitments: Small: $0 - $500 million; Medium: $500 - $2,000 million; Large: $2,000 million - $5,000 million; Mega: over $5,000 million. Includes buyout- related co-investments only.

21

Past performance is not indicative of future performance. Performance returns shown can increase or decrease due to currency fluctuations. Asset allocation may vary from time to time.

J.P. Morgan’s Private Equity Advisors Team

22

J P Morgan Asset ManagementJ.P. Morgan Asset Management

Fixed Income EquityHedge Fund Highbridge PrivateGlobal Real

Over $95bn in alternative assets under management globally*

and Alternatives and Alternativesof FundsHighbridge

17+ yr track record

350$20 0b

EquityAssets

15+ yr track record

67$8 0b

39+ yrs experience

366$46 9b

30 yrs experience1

64$20 6b

35+ yrs experience

233$798 5b 2

History

StaffA t

37+ yrs experience(17 yrs shorting)

352$315 6b 2

Multi-strategy

Statistical arbitrage

Core fund of hedge funds

Niche products

Private core, value added and opportunistic

REITS: U S

Venture capital

US corporate finance

Local currency emerging markets

High Yield

130/30

Market neutral

Jardine Fleming

$20.0bn $8.0bn $46.9bn $20.6bn $798.5bn2

Alternative Strategies

Assets $315.6bn2

Asia-focused

Long/short equity

Senior loans

Customized solutions

Hedge fund advisory services

REITS: U.S.,Internationaland Global

Blended public and private

European corporate finance

Asia

Secondaries and di t

Levered loans

Traditional Fixed Income: Treasuries, Agencies, Credit, Mortgages,

Jardine Fleming AbsoluteReturn: Asia, Greater China, Korea, Japan

Global EM

GA

RS -

best ideas

Fixed income

Convertible arbitrage

Mezz debt

Commodities

Secondaries and direct co-investments

OECD and Asia Infrastructure

Maritime

direct co-investments

Emerging managers

PE distribution management

g gSecuritized products, Global

Discovery

Traditional Equities: US, Int’l, Global, Regional/Country focus

s

Data as of 30 September 2010.*Data may differ from J.P. Morgan’s official financial reports due to the following: Real Estate AUM is shown on a gross asset value basis; Private Equity AUM includes unfunded commitments and uncommitted capital; US Equity includes Other; Currency is not included in Alternatives. Hedge fund of funds includes JPMAAM hedge fund of funds and single strategy hedge funds invested in equities and fixed income.1. Established at AT&T in 1980. Moved to J.P. Morgan in 1997.2 A t d t f fi d i d iti fl t b th t diti l l l t t i d lt ti t t i

management

Listed PE

23

2. Assets under management for fixed income and equities reflect both traditional long only strategies and alternative strategies.

J P Morgan Asset Management: Private Equity CapabilitiesJ.P. Morgan Asset Management: Private Equity Capabilities

JPEL and JSOF are managed by J.P. Morgan’s Private Equity Advisors Team

Significant experience managing liquid private equity products– Core strategy is to acquire illiquid assets in the secondary market

Significant private equity knowledge and insight– $19 billion and 100+ partnerships under management– $34 billion and 300+ partnerships under administration

J.P. Morgan Investment Management Inc.’s Private Equity Group J.P. Morgan’s Private Equity Advisors Team2

Core strategy is to acquire illiquid assets in the secondary market– Private equity fund structuring expertise – J.P. Morgan Special Opportunities Fund (Luxembourg SICAV)– J.P. Morgan Private Equity Limited (LSE:JPEL)

Added to J P Morgan Asset Management through

$34 billion and 300+ partnerships under administration– Obtain information on behalf of 675+ partnerships

Overall compensation aligned with and driven by business results– Team professionals personally invest along side all investments and

Added to J.P. Morgan Asset Management through acquisition of Bear Stearns in 2008– 8 investment professionals based in New York and London– 6 operational and administrative professionals

p p y gshare any incentive fees earned

– More than $250 million committed to date by and on behalf of firm employees

Experienced, cohesive team of 45 investment professionals Strong fund management and administration capabilities

– $1.6 billion under management3

Portfolio managers have worked together for 10+ years

Experienced, cohesive team of 45 investment professionals– 20 year average tenure of the team’s founding members1

– Offices in Hong Kong, London, and New York

Proven investment strategy and process developed and fi d th t 29refined over the past 29 years

1. Includes tenure at both PEG and AT&T Investment Management Corporation (“ATTIMCO”)2 J.P. Morgan’s Private Equity Advisors team manages J.P. Morgan Special Opportunities Fund. J.P. Morgan’s Private Equity Advisors team was added to J.P. Morgan Asset Management through the acquisition of Bear Stearns in 2008 and consists of a separate team and exists as a separate legal entity from J.P. Morgan Investment Management Inc.’s Private Equity Group. 3 A t 28 F b 2011

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3. As at 28 February 2011.

J P Morgan’s Private Equity Advisors TeamJ.P. Morgan s Private Equity Advisors TeamTroy DuncanTroy Duncan is a portfolio manager responsible for J.P. Morgan PrivateEquity Limited and is based in London. Prior to J.P. Morgan / BearStearns, he previously was a Senior Vice President at BDC Financial.Prior to BDC Financial Mr Duncan held senior financial and operation

Gregory GetschowGregory Getschow is a portfolio manager responsible for J.P. MorganPrivate Equity Limited and is based in New York. Prior to J.P. Morgan /Bear Stearns, he previously was a co-founder of BDC Financial. Prior toBDC Financial Mr Getschow began his career practicing law at Bingham

Investment Professional Title JPM Office Years of Experience Selected Experience Education

Troy Duncan Managing Director London 22 JPMAM Bear Stearns BDC Financial AB Notre Dame; JD Fordham Law School

Prior to BDC Financial, Mr. Duncan held senior financial and operationpositions in venture-backed and middle-market companies. Mr. Duncanreceived a JD from Fordham University School of Law and an AB fromthe University of Notre Dame.

BDC Financial, Mr Getschow began his career practicing law at BinghamDana LLP and Sullivan & Worcester LLP. Mr. Getschow received a JD fromVillanova Law School, where he was a member of the Law Review, and anAB from Colby College.

Troy Duncan Managing Director London 22 JPMAM, Bear Stearns, BDC Financial AB, Notre Dame; JD, Fordham Law School

Gregory Getschow Managing Director New York 25 JPMAM, Bear Stearns, BDC Financial AB, Colby College; JD, Villanova Law School

Rosemary DeRise Executive Director New York 11 JPMAM, Bear Stearns, Capital Z, Salomon Smith Barney BA, Barnard College; MBA, Columbia University

Roger Lengyel Vice President New York 11 JPMAM, Bear Stearns, Deutsche Bank BA, Colgate University, MBA, Columbia University

Irina Mikheeva Vice President New York 20 JPMAM, Bear Stearns, BDC Financial Moscow State University

Michael Henderson-Cohen Vice President London 7 JPMAM, Bear Stearns BA, Colby College

Marc Allum Associate New York 6 JPMAM, Bear Stearns BA, Yale University

Samantha Ladd Associate New York 6 JPMAM, Bear Stearns BA, University of St. Andrews, Scotland

O ti P f i l Titl JPM Offi Y f E i S l t d E i Ed tiOperations Professional Title JPM Office Years of Experience Selected Experience Education

Todd Hesse Managing Director New York 25 JPMAM, Bear Stearns, James J. Lowrey & Company AB, Delaware Valley College

Luis Espinal Executive Director New York 11 JPMAM, Bear Stearns, Promethean Investments BBA, Pace University

Yafa Davydov Associate New York 7 JPMAM, Bear Stearns, PricewaterhouseCoopers LLP BBA, Bernard Baruch College

Yocati Lantigua Associate New York 10 JPMAM, Bear Stearns, Bisys Private Equity BS, Hunter College

Individuals are currently working with J.P. Morgan Asset Management. J.P. Morgan Asset Management can not guarantee that the existing investment team will always have the same composition in the future. There can be no assurance that the professionals currently emplo ed b J P Morgan Asset Management ill contin e to be emplo ed b J P Morgan Asset Management or that the past performance or s ccess of an s ch professional ser es as an indicator of s ch professional’s f t re performance or s ccess

Julie Li Associate New York 3 JPMAM, J.P. Morgan BS, Syracuse University

Cornell McIntosh Analyst New York 5 JPMAM, Bear Stearns, Hereford Insurance BA, UW-Madison, Wisconsin

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employed by J.P. Morgan Asset Management will continue to be employed by J.P. Morgan Asset Management or that the past performance or success of any such professional serves as an indicator of such professional’s future performance or success.

Potential Risks and Other ConsiderationsPotential Risks and Other ConsiderationsInvestments in private equity are speculative and involve significant risks. The environment for private equity investments is volatile, and an investor shouldonly invest if the investor can withstand a total loss of its investment. Some or all alternative investment programs may not be suitable for certain investors.No assurance can be given that the investment objectives of JPEL and / or JSOF will be achieved and no assurance can be made that the underlying fundswill achieve results comparable to prior funds. Neither JPEL nor JSOF will be subject to the same regulatory oversight as regulated mutual funds. The risksthat J.P. Morgan Asset Management (UK) Limited and Bear Stearns Asset Management Inc., the “Managers” for JSOF and JPEL (collectively the

Illiquidity. Potential investments in portfolios of JPEL and JSOF are likely to be illiquid.

Leverage. The potential use of leverage by companies in JPEL and JSOF’s respective portfolios could expose JPEL and JSOF to additional levels of risks.

g g ( ) g , g ( y“Managers”) wished to call to the particular attention of prospective investors include, but are not limited to, the following:

Market Volatility. Economic recessions and downturns and adverse market conditions could impair the profitability of the Fund and the value of the investments in the respective portfolios of JPEL and JSOF or prevent JPEL or JSOF from increasing its investment base. As such, the value of an investment in JPEL or JSOF could fall to zero.

Global Macroeconomic Environment. Recent developments in the global financial markets have created a great deal of uncertainty for the asset management industry, and these developments may adversely affect the investments of JPEL and JSOF, access to financing and overall performance.

S ifi Ri k R l t d t th M d I t t St tSpecific Risks Related to the Manager and Investment Strategy

The success of the investments of JPEL and JSOF are subject to numerous risks and the past performance of any other private equity funds should not be taken as an indication of the future performance of JPEL or JSOF.

Investors will not know in advance which investments will be chosen, and must rely on the relevant Manager to make appropriate investment decisions.

The relevant Manager may follow an over-commitment strategy when making investments in private equity funds which may result in contingent The relevant Manager may follow an over commitment strategy when making investments in private equity funds, which may result in contingent commitments exceeding its available capital for JPEL or JSOF, as applicable.

Valuation methodologies for the investments in JPEL and JSOF can be subject to significant subjectivity and there can be no assurance that the values of investments reported by JPEL or JSOF from time to time will in fact be realised.

JPEL and JSOF may invest in private equity funds, directly in private equity investments and other similar illiquid investments with no or limited operating history.

Changes in laws or regulations governing the operations of JPEL or JSOF may adversely affect its business.

The information above is prepared as at May 2011, is subject to the latest version of the relevant prospectus or other offering documents. This information is provided by way of summary only and is subject to change, verification and updating.

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Disclaimer: J P Morgan Private Equity LimitedFOR QUALIFIED INVESTORS ONLY – NOT FOR DISTRIBUTION TO RETAIL INVESTORS

Disclaimer: J.P. Morgan Private Equity LimitedThe information contained herein is intended only for the person or entity to which it is addressed and may contain confidential and/or privileged material. Any retransmission, dissemination or other unauthorised use of thisinformation by any person or entity is strictly prohibited. If you have received this communication in error, please contact the sender immediately and delete this material in its entirety.

This communication has been provided to you for informational purposes only and may not be relied upon by you in evaluating the merits of investing in any securities or interests referred to herein. This communication is notintended as and is not to be taken as an offer or solicitation with respect to the purchase or sale of any security or interest, nor does it constitute an offer or solicitation in any jurisdiction, including those in which such an offeror solicitation is not authorised or to any person to whom it is unlawful to make such a solicitation or offer. Any person making an investment in JPEL must be able to bear the risks involved and must meet the suitabilityrequirements relating to such investments.

You are advised to read JPEL’s Memorandum and Articles of Association and the risks highlighted herein and to obtain copies of and review any publicly available information. Potential investors are also advised to consultwith legal, accounting, business, investment, pension, tax and other advisors. Any person subscribing for shares in JPEL must be able to bear the risks associated with an investment in JPEL and must meet JPEL'ssuitability requirements. Some or all alternative investment programs may not be suitable for certain investors.

None of JPEL, HSBC Management (Guernsey) Limited (“Administrator”), Bear Stearns Asset Management Inc. (“BSAM”) and J.P. Morgan Asset Management (UK) Limited (“JPMAM UK”) nor any of their affiliates accept anyliability or responsibility for the accuracy or completeness of, nor make any representation or warranty, express or implied, with respect to the information contained in this presentation or any publicly available information.

Past performance is not indicative of future results. The actual performance realised by any given investor in JPEL will depend on, amongst other things, the period during which such shares are held and in which currencysuch shares are held. [This presentation may include returns for various indices. These indices are not intended to be direct benchmarks for JPEL, nor are they intended to be indicative of the type of assets in which theJPEL may invest. The assets invested in by JPEL will likely be materially different than the assets underlying these indices, and will likely have a significantly different risk profile.] An affiliate of the Administrator has aninterest in JPEL.

JPEL: (i) has entered into transactions with affiliates of JPEL's investment manager, BSAM and JPMAM UK , primarily with regard to the acquisition of certain private equity interests owned by the ultimate parent company ofBSAM (ii) h d ill i t i i t it d h d f d i t t hi h b illi id d diffi lt t li (iii) h i d d ill i h th t bj t t d ti d t f t i ti (i )BSAM; (ii) has and will invest in private equity and hedge fund investments which are, or may be, illiquid and difficult to realise; (iii) has issued and will issue shares that are subject to redemption and transfer restrictions; (iv)is dependent on the availability of pricing and other financial information from the managers of its underlying private equity and hedge fund investments in providing periodic pricing and valuation information to investors; (v)may experience delays in distributing important tax information; (vi) is not subject to the same regulatory requirements or oversight as regulated funds; and (vii) is managed entirely by a small team of managers.

The contents of this presentation are not to be construed as investment, legal or tax advice and do not consider the particular circumstances specific to any individual recipient to whom this presentation has been sent. Noperson has been authorised to give any information or make any representations not contained in this document and if given or made any such information or representations may not be relied upon as having beenauthorised by JPEL, the Administrator, BSAM or JPMAM UK.

Thi t ti i fid ti l d i b i li d t l l f i f ti d t b d d di t ib t d d di tl i di tl t th bli h d i h l i t fThis presentation is confidential and is being supplied to you solely for your information and may not be reproduced, redistributed or passed on, directly or indirectly, to any other person or published in whole or in part, forany purpose. Neither this presentation nor any copy of it may be sent to or taken into Canada, Australia, the Republic of South Africa, Japan or any other jurisdiction in which the same would be unlawful. Thiscommunication is directed only at persons to whom it is lawful to communicate to.

JPEL has not been and will not be registered under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"). In addition, the shares of JPEL have not been and will not be registered underthe U.S. Securities Act of 1933, as amended (the "Securities Act"). Consequently, the shares may not be offered or sold or otherwise transferred within the United States or to, or for the account or benefit of, US Personsexcept in accordance with the Securities Act or an exemption therefrom and under circumstances which will not require JPEL to register under the Investment Company Act. The shares may only be resold or transferred inaccordance with the restrictions contained in JPEL's articles of association. This communication should not be distributed, forwarded, transferred or otherwise transmitted to any persons within the United States or to any US, , y p yPersons unless it is lawful to do so.

This presentation is only for your use and must not be given to or shown to the general public under any circumstances.

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Disclaimer: J P Morgan Private Equity Limited (C ti d)Disclaimer: J.P. Morgan Private Equity Limited (Continued)

European Economic Area

In relation to each member state of the European Economic Area which has implemented the Prospectus Directive (each, a "Relevant Member State"), an offer to the public of the J.P. Morgan Private Equity Limited(JPEL)’s Shares (the “Shares”) may only be made once a prospectus has been passported in such Relevant Member State in accordance with the Prospectus Directive as implemented by such Relevant Member State.For the other Relevant Member States an offer to the public in that Relevant Member State of any Shares may only be made at any time under the following exemptions under the Prospectus Directive, if they have beenimplemented in that Relevant Member State:implemented in that Relevant Member State:

(a) to legal entities which are authorised or regulated to operate in the financial markets or, if not so authorised or regulated, whose corporate purpose is solely to invest in securities;

(b) to any legal entity which has two or more of (1) an average of at least 250 employees during the last financial year; (2) a total balance sheet of more than €43,000,000 and (3) an annual net turnover of more than€50,000,000, as shown in its last annual or consolidated accounts;

(c) to fewer than 100 natural or legal persons (other than qualified investors as defined in the Prospectus Directive) in such Relevant Member State; or

(d) in any other circumstances falling within Article 3(2) of the Prospectus Directive,( ) y g ( ) p ,

provided that no such offer of Shares shall result in a requirement for the publication by J.P. Morgan Private Equity Limited or JPMorgan Asset Management of a prospectus pursuant to Article 3 of the ProspectusDirective.

For the purposes of this provision, the expression an "offer to the public" in relation to any offer of Shares in any Relevant Member State means the communication in any form and by any means of sufficient informationon the terms of the offer and any Shares to be offered so as to enable an investor to decide to purchase or subscribe for the Shares, as the same may be varied in that Relevant Member State by any measureimplementing the Prospectus Directive in that Relevant Member State and the expression "Prospectus Directive" means Directive 2003/71/EC and includes any relevant implementing measure in each Relevant MemberState.

During the period up to but excluding the date on which the Prospectus Directive is implemented in member states of the European Economic Area, this document may not be used for, or in connection with, and does notconstitute, any offer of Shares or an invitation to purchase or subscribe for any Shares in any member state of the European Economic Area in which such offer or invitation would be unlawful.

The distribution of this document in other jurisdictions may be restricted by law and therefore persons into whose possession this document comes should inform themselves about and observe any such restrictions.

ADDITIONAL DISCLAIMER FOR SWEDISH PROSPECTIVE INVESTORS

JPEL is not an Investment Fund (fondeforetag) for the purpose of the Swedish Investment Funds Act (lag (2004:46) om investeringsfonder) and has therefore not been nor will it be, approved or registered by the SwedishFinancial Supervisory Authority pursuant to the Swedish Investment Funds Act. Neither has the Prospectus been approved or registered with the Swedish Financial Supervisory Authority (Finansinspektionen) pursuant tothe Swedish Financial Instruments Trading Act (lagen 1991:920) om handel med finansiella instrument). Accordingly, the Prospectus may not be made available, nor may the Shares otherwise be marketed and offeredfor sale in Sweden, other than in circumstances which are deemed not to be an offer to the public in Sweden under the Swedish Financial Instruments Trading Act.

This document is only for your use and must not be given to or shown to the general public under any circumstances.

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Disclaimer: J P Morgan Private Equity Limited (C ti d)Disclaimer: J.P. Morgan Private Equity Limited (Continued)

Notice to residents of the United Kingdom: This communication is directed only at: (i) persons outside the United Kingdom; or (ii) those persons having professional experience in matters relating to investments who fallwithin the definition of "investment professionals" in Article 19(5) of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2007 (the "FPO Order"); and (iii) high net worth bodies corporate,unincorporated associations and partnerships and trustees of high value trusts, as described in Article 49(2) of the FPO Order. Any investment or activity to which this communication relates is only available to and willonly be engaged in with such persons and any other persons who receive this communication should not rely on or act upon this communication.

This presentation may only be issued to or passed on to persons to whom it may be lawfully communicated pursuant to the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, or otherwise onlyThis presentation may only be issued to or passed on to persons to whom it may be lawfully communicated pursuant to the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, or otherwise onlyto professional clients and eligible counterparties and should not be used for the purpose of an offer or solicitation in any jurisdiction or in any circumstances in which such offer or solicitation is unlawful or unauthorised.In addition, this presentation may not be given to a U.S. citizen or resident who is not a "Qualified Purchaser" or “Accredited Investor” within the meaning of the U.S. securities laws.

This presentation is issued on behalf of JPEL and has been approved by JPMorgan Asset Management (UK) Limited, which is authorised and regulated by the Financial Services Authority ("FSA") in the United Kingdom.The information in this presentation is provided solely for information, does not constitute investment advice or personal investment recommendations, and is neither an offer to buy or sell, nor a solicitation to buy or sell,any investments or units or shares in JPEL. To the extent that this presentation is issued in the United Kingdom, it is being issued to persons who are professional clients or eligible counterparties for the purposes of theFSA's rules. Past performance is not a guide to future performance.

Some information contained in this presentation may have been received from third party or publicly available sources that we believe to be reliable. Neither of the Managers have verified any such information norassume any responsibility for the accuracy or completeness thereof. The information stated and opinions expressed constitute best judgment at the time of publication, and are subject to change without prior notification.The price of units or shares (and the income from them) can go down as well as up and may be affected by changes in rates of exchange. An investor may not receive back the amount invested. Current tax levels andreliefs are liable to change and their value will depend on individual circumstances. The market prices of units and shares in JPEL do not necessarily reflect their underlying net asset value.

© 2010 Bear Stearns Asset Management Inc. All rights reserved. No information in this document may be reproduced or distributed in whole or in part without the express written prior consent of Bear Stearns AssetManagement.

J.P Morgan Asset Management (UK) Limited. Registered in England No. 01161446. Registered address: 125 London Wall, London EC2Y 5AJ

FOR QUALIFIED INVESTORS ONLY (ART. 10 CISA). NOT FOR PUBLIC DISTRIBUTION.

The Fund is a foreign collective investment scheme within the meaning of the Swiss Federal Act on Collective Investment Schemes (CISA) of 23 June 2006 which has not been authorised by and registered with theSwiss Financial Market Supervisory Authority FINMA pursuant to Article 15 CISA. Accordingly, the shares or units of this Fund may not be offered or distributed to the public in and from Switzerland, and neither thisdocument nor any other offering materials relating to the shares or units of the Fund may be used in connection with any such offering or distribution to the public or using means of public advertising Shares or units ofdocument nor any other offering materials relating to the shares or units of the Fund may be used in connection with any such offering or distribution to the public or using means of public advertising. Shares or units ofthe Fund may only be offered and this document or any other offering materials may only be provided in Switzerland to qualified investors pursuant to Article 10 CISA and without any public offering in accordance with therelevant practice of the FINMA.

This presentation is only for your use and must not be given to or shown to the general public under any circumstances.

29

Disclaimer: J P Morgan Special Opportunities FundDisclaimer: J.P. Morgan Special Opportunities Fund

Key considerations for Private Equity Investors, Risks & Investment Information

Thi t ti i t f bli di t ib ti Di i ti thi i f ti t b th i d i j i di ti d b t i t d b li bl l This presentation is not for public distribution. Disseminating this information may not be authorised in your jurisdiction and may be restricted by applicable laws.

The version of this presentation is dated May 2011. The J.P. Morgan Specialist Funds – J.P. Morgan Special Opportunities Fund (the "Fund") is subject to the law of 13 February 2007 on specialised investmentfunds in Luxembourg and may not be authorised or its offering may be restricted in your jurisdiction. Any forecasts, figures, opinions or investment techniques and strategies set out, unless otherwise stated, are J.P.Morgan Asset Management’s own. They are considered to be accurate at the time of writing, but no warranty of accuracy is given and no liability in respect of any error or omission is accepted. They may be subjectto change without reference or notification to you. The views contained herein are not to be taken as an advice or recommendation to buy or sell any investment and the material should not be relied upon ascontaining sufficient information to support an investment decision. You should also note that if you contact J.P. Morgan Asset Management by telephone those lines could be recorded and may be monitored forsecurity and training purposes. J.P. Morgan Asset Management is the brand name for the asset management business of JPMorgan Chase & Co and its affiliates worldwide. Prior to any application investors shouldy g p p g g g g y ppinform themselves as to the requirements within their own country for transactions in the Fund, any applicable exchange control regulation and the tax consequences of any transaction in the Fund. All transactionsshould be based on the latest available prospectus available free of charge upon request from JPMorgan Asset Management (Europe) S.à.r.l., European Bank & Business Centre, 6 route de Trèves, L-2633Senningerberg, Grand Duchy of Luxembourg, your financial adviser or your J.P. Morgan Asset Management regional contact. Issued by JPMorgan Asset Management (Europe) Société à responsabilité limitée,European Bank & Business Centre, 6 route de Trèves, L-2633 Senningerberg, Grand Duchy of Luxembourg, R.C.S. Luxembourg B27900, corporate capital EUR 10.000.000. Should there be any inconsistencybetween the terms of the prospectus and this presentation, the prospectus shall always prevail.

The Fund is a distinct entity and is different from JPEL, and any statements in this presentation in respect of JSOF should not be seen as containing any information related to JPEL (and vice versa), unlessotherwise explicitly specified The views expressed herein are not to be taken as advice or recommendation to sell or buy shares or any interests in any fund or product Prior to any application investors shouldotherwise explicitly specified. The views expressed herein are not to be taken as advice or recommendation to sell or buy shares or any interests in any fund or product. Prior to any application investors shouldinform themselves as to the requirements within their own country for transactions in the Fund, any applicable exchange control regulation and the tax consequences of any transaction in the Fund. The price ofshares or other interests in the Fund will be subject to the Fund’s final prospectus or other offering documents and constitutive documents. Past performance is not necessarily a guide to the future and investorsmay not get back the full amount invested. Exchange rate variations may cause the value of investments to increase or decrease.

This document has been approved solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000 by JPMorgan Asset Management (UK) Limited which is authorised and regulated in theUK by the Financial Services Authority. Registered in England No. 01161446. Registered address: 125 London Wall, London EC2Y 5AJ.

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Disclaimer: J P Morgan Special Opportunities Fund (C ti d)Disclaimer: J.P. Morgan Special Opportunities Fund (Continued)

The distribution of this presentation and the private placement of shares in JSOF in certain jurisdictions may be restricted by law. Persons into whose possession this presentation comes are required by J.P.Morgan Asset Management (Europe) S.à r.l to inform themselves about, and to observe, any such restrictions. This presentation does not constitute, and may not be used for or in connection with any offer orsolicitation by anyone in any jurisdiction in which such offer or solicitation is not authorised or to any person to whom is unlawful to make such offer or solicitation. No action has been or will be taken in anyjurisdiction by J.P. Morgan Asset Management (Europe) S.à r.l. that would permit a public offering of the shares in JSOF or possession or distribution of this information in any jurisdiction where action for that

i i d Thi d t d t tit t d t b d f th f ff i it ti t b ib f h i JSOF b i j i di ti (i) i hi h h ffpurpose is required. This document does not constitute, and may not be used for the purposes of, an offer or an invitation to subscribe for shares in JSOF by any person in any jurisdiction: (i) in which such offer orinvitation is not authorised; or (ii) in which the person making such offer or invitation is not qualified to do so; or (iii) to any person to whom it is unlawful to make such offer or invitation.

In the UK, this presentation is only directed to persons believed by JPMorgan Asset Management (UK) Limited to be investment professionals as defined in Article 19 of the Financial Services and Markets Act2000 (Financial Promotion) Order 2005, high net worth companies, unincorporated associations and other persons as defined in Article 49 of that Order and to others to whom it can lawfully be distributed orgiven, inside the United Kingdom, without approval by an authorised person. Persons who do not have professional experience in matters relating to investments should not rely on it and any other person shouldnot act on such information. This presentation has been approved solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000 by JPMorgan Asset Management (UK) Limited whichis authorised and regulated in the UK by the Financial Services Authority. Registered in England No. 01161446. Registered address: 125 London Wall, London EC2Y 5AJ.is authorised and regulated in the UK by the Financial Services Authority. Registered in England No. 01161446. Registered address: 125 London Wall, London EC2Y 5AJ.

This presentation is being distributed in Hong Kong by JPMorgan Funds (Asia) Limited which is licensed and regulated by the Securities and Futures Commission. This presentation is being distributed inSingapore by JPMorgan Asset Management (Singapore) Limited which is regulated by the Monetary Authority of Singapore (the “Authority”). Please note that as the Fund is not authorized nor registered inSingapore and none of the materials herein have been registered as a prospectus with the Authority. Accordingly this presentation should not be circulated or presented to persons in Singapore other than to“institutional investors” (as such term is defined in the Securities and Futures Act (Cap. 289) of Singapore).

The Fund may not be authorised or its offering may be restricted in your jurisdiction. Any forecasts, figures, opinions or investment techniques and strategies set out, unless otherwise stated, are J.P. MorganAsset Management’s own as at May 2011 They are considered to be accurate at the time of writing, but no warranty of accuracy is given and no liability in respect of any error or omission is accepted. They maybe subject to change without reference or notification. The views contained herein are not to be taken as an advice or recommendation to buy or sell any investment and the material should not be relied upon ascontaining sufficient information to support an investment decision. It should be noted that the value of investments and the income from them may fluctuate and investors may not get back the full amountinvested. Both past performance and yield are not necessarily a guide to future performance. Exchange rate variations may cause the value of investments to increase or decrease. Investments in smallercompanies may involve a higher degree of risk as they are usually more sensitive to market movements. Investments in emerging markets may be more volatile and therefore the risk to your capital could begreater. Further, the economic and political situations in emerging markets may be more volatile than in established economies and these may adversely influence the value of investments made. You should alsonote that if you contact J.P. Morgan Asset Management by telephone those lines could be recorded and may be monitored for security and training purposes. J.P. Morgan Asset Management is the brand namefor the asset management business of JPMorgan Chase & Co and its affiliates worldwide. Prior to any application investors should inform themselves as to the requirements within their own country forg g y pp q ytransactions in the Fund, any applicable exchange control regulation and the tax consequences of any transaction in the Fund. All transactions should be based on the latest available prospectus. The prospectusis available free of charge upon request from JPMorgan Asset Management (Europe) S.àr.l., European Bank & Business Center, 6 route de Trèves, L-2633 Senningerberg, Grand Duchy of Luxembourg or yourJ.P. Morgan Asset Management regional contact. Issued by JPMorgan Asset Management (Europe) S.àr.l., European Bank & Business Center, 6 route de Trèves, L-2633 Senningerberg, Grand Duchy ofLuxembourg, R.C.S. Luxembourg B27900, corporate capital EUR 10.000.000.

FOR QUALIFIED INVESTORS ONLY (ART. 10 CISA). NOT FOR PUBLIC DISTRIBUTION.

The Fund is a foreign collective investment scheme within the meaning of the Swiss Federal Act on Collective Investment Schemes (CISA) of 23 June 2006 which has not been authorised by and registered with theThe Fund is a foreign collective investment scheme within the meaning of the Swiss Federal Act on Collective Investment Schemes (CISA) of 23 June 2006 which has not been authorised by and registered with theSwiss Financial Market Supervisory Authority FINMA pursuant to Article 15 CISA. Accordingly, the shares or units of this Fund may not be offered or distributed to the public in and from Switzerland, and neitherthis document nor any other offering materials relating to the shares or units of the Fund may be used in connection with any such offering or distribution to the public or using means of public advertising. Sharesor units of the Fund may only be offered and this document or any other offering materials may only be provided in Switzerland to qualified investors pursuant to Article 10 CISA and without any public offering inaccordance with the relevant practice of the FINMA.

31