Approach Capital LLC

Item 5: Fees and Compensation

A. Fee Schedule

Portfolio Management Fees

        Total Assets Under Management               Annual Fees
        $10,000 – $1,000,000                        1.50%

        $1,000,001– $3,000,000                      0.75%

        $3,000,001+                                 0.65%

Fee Example: For an account valued at $1,500,000, the annual fee is $11,250.00 (1,500,000
× 0.0075), which results in a monthly charge of $937.50. This is calculated by dividing the
annual total by 12 months: $11,250.00 / 12 = $937.50.

For assets that are directly invested with private investment funds or held away from
Schwab for which Approach Capital manages, Approach Capital will be compensated on
the basis of assets invested at a minimum flat fee of 1% and as reported by the manager.

Approach Capital uses the value of the account as of the last business day of the billing
period, after taking into account deposits and withdrawals, for purposes of determining
the market value of the assets upon which the advisory fee is based. Lower fees for
comparable services may be available from other sources.

The final fee schedule is attached as Exhibit II of the Investment Advisory Contract.
Clients may terminate the agreement without penalty for a full refund of Approach
Capital's fees within five business days of signing the Investment Advisory Contract.
Thereafter, clients may terminate the Investment Advisory Contract by giving Approach
Capital written notice.

B. Payment of Fees

Payment of Portfolio Management Fees

Asset-based portfolio management fees are withdrawn directly from the client's accounts
with client's written authorization on a monthly basis. Fees are paid in advance.

C. Client Responsibility For Third Party Fees

Clients are responsible for the payment of all third party fees (i.e., custodian fees,
commissions, brokerage fees, mutual fund fees, transaction fees, etc.). Those fees are
separate and distinct from the fees and expenses charged by Approach Capital. Please see
Item 12 of this brochure regarding broker-dealer/custodian.

D. Prepayment of Fees

Approach Capital collects fees in advance. Refunds for fees paid in advance will be
returned within fourteen days to the client via check, or return deposit back into the
client’s account.

For all asset based fees paid in advance, the fee refunded will be equal to the balance of
the fees collected in advance minus the daily rate* times the number of days elapsed in
the billing period up to and including the day of termination. (*The daily rate is calculated
by dividing the annual asset-based fee by 365.)

       E. Outside Compensation For the Sale of Securities to Clients

       Neither Approach Capital nor its supervised persons accept any compensation for the sale
       of investment products, including asset-based sales charges or service fees from the sale
       of mutual funds.

Item 7: Types of Clients

Approach Capital generally provides advisory services to the following types of clients:

       ❖      Individuals
       ❖      High-Net-Worth Individuals

There is an account minimum of $10,000, which may be waived by Approach Capital in its
discretion.