Bay Rivers Group Inc

Item 5: Fees and Compensation

A. Fee Schedule

Portfolio Management Fees

        Total Assets Under Management             Annual Fees
        $0 - $500,000                             1.50%

        $500,001 - $4,000,000                     1.35%

        $4,000,001 – $10,000,000                  1.00%

        $10,000,001 – And Up                      0.70%

The advisory fee is calculated using the value of the assets in the Account on the last
business day of the prior billing period.

These fees are generally negotiable and 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 BRGWP’s fees within five business days of signing the Investment
Advisory Contract. Thereafter, clients may terminate the Investment Advisory Contract
generally with 7 days written notice.

Selection of Other Advisers Fees

BRGWP will receive its standard fee on top of the fee paid to the third party adviser. His
relationship will be memorialized in the contract between client/BRGWP and in the
contract between client/third-party advisor. Specifically, BRGWP may direct clients to
CAPRIN. These fees are negotiable.

529 Plan Account Services Fees

The fee for 529 Plan Account Services is .50% annually. This fee is generally negotiable
and the final fee will be memorialized as Exhibit II of the Investment Advisory Contract.
Clients may terminate the agreement without penalty for a full refund of BRGWP’s fees
within five business days of signing the Investment Advisory Contract. Thereafter, clients
may terminate the Investment Advisory Contract generally with 7 days written notice.

Financial Planning Fees

Fixed Fees

The negotiated fixed rate for creating client financial plans is between $500 and $5,000.

Hourly Fees

The negotiated hourly fee for these services is between $250 and $500.

When BRGWP utilizes Encor for estate planning documents there will be an additional
fee between $300 to $1,500.

Clients may terminate the agreement without penalty, for full refund of BRGWP’s fees,
within five business days of signing the Financial Planning Agreement. Thereafter, clients
may terminate the Financial Planning Agreement generally upon 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Asset-based portfolio management fees are withdrawn directly from the client’s accounts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.

Payment of Selection of Other Advisers Fees

Fees for selection of CAPRIN as third-party adviser may be invoiced and billed directly
to the client on a quarterly basis in advance. Fees are paid quarterly in advance.

Payment of 529 Plan Account Services Fees

Fees for advice and recommendations on direct-sold 529 plan accounts may be invoiced
and billed directly to the client on a quarterly basis. Fees are paid quarterly in advance.

Payment of Financial Planning Fees

Financial planning fees are paid via check.

Fixed financial planning fees are paid 100% in advance, but never more than six months
in advance.

Hourly financial planning fees are paid 100% in advance, but never more than six months
in advance.

C. Client Responsibility For Third Party Fees

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

D. Prepayment of Fees

BRGWP 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 rate by 365.)

Fixed fees that are collected in advance will be refunded based on the prorated amount of
work completed at the point of termination.

For hourly fees that are collected in advance, the fee refunded will be the balance of the
fees collected in advance minus the hourly rate times the number of hours of work that
has been completed up to and including the day of termination.

E. Outside Compensation For the Sale of Securities to Clients

Alan Lawrence Broderick, is a registered representative of a broker-dealer. Alan Lawrence
Broderick and Bruce Albert Lemley are also insurance agents. In these roles, they accept
compensation for the sale of investment products to BRGWP clients.

1. This is a Conflict of Interest

   Supervised persons may accept compensation for the sale of investment products,
   including asset based sales charges or service fees from the sale of mutual funds to
   BRGWP’s clients. This presents a conflict of interest and gives the supervised person
   an incentive to recommend products based on the compensation received rather than
   on the client’s needs. When recommending the sale of investment products for which

           the supervised persons receives compensation, BRGWP will document the conflict of
           interest in the client file and inform the client of the conflict of interest.

       2. Clients Have the Option to Purchase Recommended Products From
       Other Brokers

           Clients always have the option to purchase BRGWP recommended products through
           other brokers or agents that are not affiliated with BRGWP.

       3. Commissions are not BRGWP’s primary source of compensation for
       advisory services

           Commissions are not BRGWP’s primary source of compensation for advisory services.

       4. Advisory Fees in Addition to Commissions or Markups
...

Item 7: Types of Clients

BRGWP generally provides advisory services to the following types of clients:

       ❖      Individuals
       ❖      High-Net-Worth Individuals

There is no account minimum for any of BRGWP’s services.