Becker Capital Management Inc

Item 5: Fees and Compensation

Fees are charged on a quarterly basis and are usually collected in advance, based upon the market value on
the last day of the month of the prior quarter. Typically, fees are billed to the client’s custodial account. The
client may elect to be billed directly rather than having the fees deducted from their investment portfolio. The
terms of client advisory fees are disclosed to the client.

The annual fee for BCM's Individual Investment Management services will be charged as a percentage of
assets under management. The maximum management fee is 0.60%. Gradation in fees is a function of client
assets, the specific products under management, account structure, servicing requirements and any other
factors deemed appropriate. BCM may negotiate fee terms and arrangements.

Financial Planning and Consulting Services
For certain financial planning/consulting services agreed to with the client, BCM may charge a fixed fee
depending on the nature and complexity of each client's circumstances (ranging from $100 to $500 an hour).
Typically, financial planning/consulting fees are due in two installments: half within the first 30 days of the
signed engagement and the second half payable upon completion of the work.

Termination Provisions and Fee Reimbursement
A client agreement may be terminated at any time, by either party, for any reason, effective the business day
following receipt of the written termination notice, or such later date mutually agreed upon between the
parties. Upon termination of any account, any prepaid, unearned fees will be promptly refunded, and any
earned, unpaid fees will be due and payable. Reimbursement of fees that have been paid in advance are
calculated based upon the number of days remaining in the quarter.

Additional Expenses
Clients should recognize that all fees paid to BCM for investment advisory services are separate and distinct
from the fees and expenses charged by mutual funds, ETFs, money market funds, or alternative asset
managers. These fees and expenses are described in each fund's prospectus. These fees will generally include
a management fee, other fund expenses, and a possible distribution fee. If client assets have been allocated to
third party managers, the client is responsible for the management fees due to those advisors. Additionally, if
client assets have been invested in alternative assets, such as real estate, private equity or hedge funds, the
client should read the fund specific offering documents for additional fees borne by the fund investors.
Investors in the private equity fund will be responsible for partnership expenses, the details of which can be
found in the fund’s private offering memorandum. Again, all of these fees are separate and distinct from the
management fees charged by BCM.

Clients pay costs such as brokerage commissions, transfer taxes, trade away fees, and other fees charged by
the broker for executing security trades, which are separate from the fees charged by BCM. In addition,

depending upon who the client selects as their custodian, the custodian will charge annual fees based upon
the market value of the portfolio as well as various transaction costs, wire fees, etc.

See Item 12: Brokerage Practices for more information on how BCM selects executing brokers.

Investment Company Management
Prospective investors in the registered investment company managed by BCM are requested to refer to the
fund's Summary and Statutory Prospectus and Statement of Additional Information (SAI) for complete
information on the fund, including fees. Copies of these materials are available at
www.beckercap.com/mutual-fund.

Item 7: Types of Clients

Description
BCM provides discretionary investment management services to individuals, high net worth individuals, trusts,
estates, endowments & foundations, pension and profit-sharing plans, 401(k) plans, charitable, public funds,
Taft-Hartley funds, corporations, pooled funds and one mutual fund.

Account Minimums
BCM typically requires a minimum account size of $3,000,000, although this may be negotiable under certain
circumstances.