Morgan Stanley Infrastructure Inc. (the “Adviser”) was formed in 2006 and registered with the SEC under
the Investment Advisers Act of 1940, as amended (the “Advisers Act”) in 2007.
The Adviser is a wholly-owned indirect subsidiary of Morgan Stanley.
As of December 31, 2023, the Adviser had approximately $16,475,637,603
1 of regulatory assets under
management, all of which are managed on a discretionary basis.
The Adviser provides infrastructure-related investment advisory services to the co-investing partnerships that
comprise (i) North Haven Infrastructure Partners LP (together with other related parallel, co-investment and
feeder vehicles, collectively, “NH Infrastructure Partners I”), (ii) North Haven Infrastructure Partners II LP
(together with other related parallel, co-investment and feeder vehicles, collectively, “NH Infrastructure
Partners II”), (iii) North Haven Infrastructure Partners III SCSp (together with other related parallel, co-
investment and feeder vehicles, collectively, “NH Infrastructure Partners III”), (iv) North Haven
Infrastructure Partners IV SCSp (together with other related parallel, co-investment and feeder vehicles,
collectively, “NH Infrastructure Partners IV”) and (v) North Haven India Infrastructure Partners L.P.
(collectively, “NH India Infrastructure Partners” and, together with NH Infrastructure Partners I, NH
Infrastructure Partners II, NH Infrastructure Partners III and NH Infrastructure Partners IV, the “Funds”),
which each are designed to seek capital appreciation primarily through investments in assets associated with
the provision of public goods or essential services that generate long-term, stable cash flows in sectors such
as transportation, gas infrastructure, energy and utilities, social infrastructure, and communications
(collectively, “Infrastructure Assets”). NH Infrastructure Partners I, NH Infrastructure Partners II, NH
Infrastructure Partners III and NH Infrastructure Partners IV invest on a global basis, however, NH
Infrastructure Partners II, NH Infrastructure Partners III and NH Infrastructure Partners IV each targets
investments in Infrastructure
Assets globally primarily within the Organization for Economic Cooperation
and Development (“OECD”). NH India Infrastructure Partners targets investments in Infrastructure Assets
which derive their revenues principally from India.
North Haven India Infrastructure Fund, a trust formed in India, registered with the Securities Exchange Board
of India (“SEBI”) under the SEBI (Alternative Investment Funds) Regulations, 2012 (the “AIF Regulations”),
as a Category II Alternative Investment Fund (the “Onshore Fund”), has entered into an investment
management agreement with Morgan Stanley Investment Management Private Limited (the “Onshore
Manager”) to delegate day-to-day managerial and administrative responsibilities to the Onshore Manager.
North Haven India Infrastructure Partners, L.P., a Cayman Islands exempted limited partnership that feeds
into the Onshore Fund (the “Offshore Fund”), has entered into an investment management agreement with
the Adviser (together with the Onshore Manager, the “Manager”) to delegate day-to-day managerial and
administrative responsibilities to the Adviser. The Manager has a dedicated team of investment
professionals that has as its primary responsibility managing NH India Infrastructure Partners. The
1 This amount includes assets managed solely by the Adviser’s participating affiliate in India, Morgan Stanley Investment
Management Private Limited.
Manager’s role includes sourcing, investigating, analyzing, structuring, negotiating and investing the NH
India Infrastructure Partners’ assets in potential investment opportunities, monitoring the performance of
portfolio companies, disposing of investments on behalf of NH India Infrastructure Partners and returning
sale proceeds to the Partnership, in accordance with the terms of NH India Infrastructure Partners.
In providing its services to each of its advisory clients, the Adviser formulates such client’s investment
objectives, directs and manages the investment and reinvestment of assets, and provides reports to investors.
The Adviser manages the assets of each advisory client in accordance with the terms of the governing
documents applicable to such client.