Baron Wealth Management LLC

ITEM 5: FEES AND COMPENSATION
A. FEE SCHEDULES

Baron Wealth Management is only compensated for advisory services in the following
manner: An annual retainer, hourly fees, and project-based fees (which are
dependent upon the nature and scope of the engagement and billings are based upon
the number of project hours, using the Advisor’s hourly rate as a guide).

1. Fees for Wealth Management Services are calculated on an annual retainer basis
and invoiced semi-annually in advance of services.

The annual fee for BWM’s Wealth Management Services ranges from $5000 to
$120,000 annually. Where a client’s net worth exceeds $50 million, the minimum
annual fee is $90,000. BWM offers personalized services and the Advisor’s annual fee
is dependent on total net worth, the scope, nature, and complexity of services. The
services to be provided and the annual fee are agreed upon at engagement. BWM’s
annual fee may be re-evaluated annually and revised based upon individual or special
circumstances, changes in the scope or complexity of engagement, or other factors
determined at the Advisor’s discretion. BWM’s minimum and maximum annual fee
may be modified at the discretion of the Advisor where special circumstances exist, for
pre-existing client relationships, and/or unique individual circumstances.

If during the engagement the scope of the requested services should change or if the
client’s circumstances or the requested services should alter dramatically, the Advisor
may adjust the Wealth Management fee with a 30-day written notice. Clients are
welcome to terminate services at any time.

2. Fees for Consultation Services are determined at the time of engagement
based upon the time and effort required and/or the nature and complexity of services.

Fees are determined at the time of engagement based upon the time and effort
required and/or the nature and complexity of services. The Advisor’s minimum hourly
fee is $250. For larger projects, the Advisor may propose a project-based fee which
will be calculated by multiplying the Advisor’s hourly fee by the proposed number of
hours required to complete the project taking into consideration the effort, scope of
engagement and complexity of services. Project-based fees are agreed to at the time
of engagement.

Baron Wealth Management may require a retainer equal to ½ the proposed project fee
in order to schedule services. In these cases, the project balance is due upon the
delivery of services.

Should the client’s condition change during the course of services such that new
advice, re-evaluations, recommendations, or research are required, or the Advisor
must re-work the advice, recommendations or other services, additional fees will
apply. The Advisor will not engage in additional services that result in fees without the
client’s approval.

3. The Advisor’s General Education Seminars and Workshops may be
complimentary. From time to time, the Advisor may charge a fee for Educational
Workshops or Seminars, depending upon the nature of services, complexity of
content, materials provided, location, or at the discretion of the Advisor.

Where services are provided to companies or professional organizations, a fee may
apply based upon complexity, materials provided, time and effort and other factors.
The fee will be based upon the Advisor’s hourly rate (minimum $250/hour) and agreed
to at the time of engagement.

In each case, the Advisor’s general Educational Workshops and Seminars do not
provide individualized advice or services. Attendees are welcome but are never under
any obligation to engage the Advisor for individualized services. All fees and the

Advisor’s cancellation policy (as well as refund policy, if applicable) will be clearly
noted in the offering document or invitation.

4. Independent Managers. The terms and conditions under which the client shall
engage the Independent Manager(s) shall be set forth in separate written
agreements via the custodian. If the client and Advisor agree in writing, the
Advisor shall continue to render advisory services to the client relative to the
ongoing monitoring and review of account performance.

Baron Wealth Management does not receive any additional compensation in
connection with the recommendation of Independent Managers.

B. PAYMENT OF ADVISORY FEES

1. Wealth Management Services. The advisory fees for Wealth Management
Services are calculated on an annual retainer basis and are invoiced semi-annually in
advance of services. Invoices may be sent directly to the Client and payment may be
made to the Advisor directly or may be remitted via an authorized debit to the Client’s
custodial account.

2. Consultation Services are invoiced directly. Services are normally payable at the
conclusion of services. However, as outlined in this Brochure, Baron Wealth
Management may require a retainer equal to ½ the proposed project fee in order to
schedule services. In such cases, the project balance is due upon the delivery of
services.

3. General Education Workshops and/or Seminars may be complimentary. From
time to time, the Advisor may charge a fee for Educational Workshops or Seminars,
depending upon the nature of services, complexity of content, materials provided,
location, or at the discretion of the Advisor. These fees would be payable directly to
the Advisor in order to schedule the event or participate in the event and will be clearly
noted in the offering document or invitation along with the Advisor’s cancellation policy
and refund policy (if applicable).

4. Independent Managers. In such cases where Baron Wealth Management has
been engaged to render advisory services to the client relative to the ongoing
monitoring and review of account performance of an Independent Manager, the
Advisor does charge additional fees. Further, the Advisor does not accept
compensation from any Independent Manager(s).

C. FEES ASSOCIATED WITH INVESTING
...

ITEM 7: TYPES OF CLIENTS
                      AND MINIMUM CONDITIONS
The Advisor’s services are primarily offered to individuals; pension and profit-sharing
plans; trusts, estates, and charitable organizations; corporations or other business
entities.

The Advisor desires a minimum portfolio size of $500,000 for clients seeking Wealth
Management Services. BWM’s minimum annual fee is $5,000, however where a
client’s net worth exceeds $50 million, the minimum annual fee is $90,000. As noted at
Item 5,A, fees are determined at engagement. The Advisor, at its sole discretion,
reserves the right to accept portfolios that do not meet the minimum where special
circumstances exist, for family members, charitable organizations, pre-existing
relationships or where the client has the ability to meet the minimum portfolio amount
within a reasonable time period.

Investment advisory services may not be appropriate for every type of investor. Baron
Wealth Management reserves the right to decline to offer services to any person or
firm at its sole discretion.

If an account is subject to the Employee Retirement Income Security Act of 1974, as
amended, (“ERISA”), the Advisor acknowledges that Advisor is a fiduciary within the
meaning of the Act and the ERISA Client is a named fiduciary with respect to the
control or management of the assets in the Account. In each instance, our plan client
will agree to obtain and maintain a bond satisfying the requirements of Section 412 of
ERISA and to include the Advisor and the Advisor’s principals, agents, and employees
under those insured under that bond and will deliver to the Advisor a copy of the
governing plan documents. If the Account assets for which the Advisor provides
services represent only a portion of the assets of an employee benefit plan, Client will
remain responsible for determining an appropriate overall diversification policy for the
assets of such plan.

         ITEM 8: METHOD OF ANALYSIS, INVESTMENT
               STRATEGIES AND RISK OF LOSS
A. METHODS OF ANALYSIS AND INVESTMENT STRATEGIES

The Advisor believes each client presents a unique set of goals, values, interests,
objectives, time horizons and challenges. Baron Wealth Management provides
individualized attention to each type of investor who engages the Advisor for
services.

The Advisor conducts various client interviews and data gathering activities in an effort
to help determine an investment plan or portfolio to best fit each client’s stated
individual situation. Client participation and the client’s delivery of accurate and
complete information are critical to the Advisor’s process.

In performing its services, the Advisor shall not be required to verify any information
received from the client or from the client’s other professionals (e.g., attorney,

accountant, etc.) and is expressly authorized to rely on such information. The Advisor
may recommend the services of itself, its Advisor Representatives in their individual
capacities as investment managers, and other professionals to implement its
recommendations. Any professional referrals (i.e., insurance firms, accounting
professionals, legal professionals, etc.) are solely a courtesy and the Advisor receives
no direct or indirect compensation as a result of referrals. Clients are welcome but are
never under any obligation to act upon any of the recommendations made by the
Advisor or to engage the services of any such recommended service firm or
professional, including the Advisor itself.

Based upon information provided by the client, the Advisor attempts to evaluate an
investor’s risk tolerance, time horizon, goals and objectives through an interview and
data-gathering process in an effort to determine an investment plan or portfolio to best
fit the investor’s profile. Client participation and the client’s delivery of accurate and
complete information are critical to the Advisor’s process.

The Advisor seeks to take an independent, balanced approach to the management of
client investment portfolios. After working with the client to identify both short-term and
long-term financial goals, a strategic investment framework can be tailored to address
these objectives. This framework comprises target asset class ranges based on
factors including the Advisor’s analysis of expected asset class returns and a client’s
investing history, tolerance for portfolio volatility, threshold for permanent losses, and
short-term portfolio liquidity needs. Upon this framework, Baron Wealth Management
seeks to build and actively manage a customized investment portfolio, combining
internally researched securities with externally managed funds (open-end mutual
funds, closed-end mutual funds, exchange-traded funds, etc.). As discussed at Items
4 and 10.D, the Advisor may also recommend investment programs offered via
unaffiliated Independent Managers.

Investment concepts are based upon a variety of sources including internal research,
screening software, and publicly available materials. Third-party research is also
utilized by the Advisor.

Prospective investments are always considered in relation to the structure of the
overall portfolio and purchased only when the Advisor feels such purchase improves
the portfolio’s overall risk-adjusted expected return potential.

Funds are researched and monitored internally by the Advisor with a process that
emphasizes investment philosophy, management quality, and overall expense ratios.

The Advisor normally sells investments when conditions warrant based on the
Advisor’s analysis rather than in accordance with a preset timetable. Changing
conditions in the client’s financial life or significant changes in market conditions may
warrant a collaborative effort with the client to modify their strategic investment
framework, which consequently may also trigger changes to investment holdings
within the portfolio.

Clients may choose to make self-directed securities transactions, which are
...