Item 5 Fees and Compensation
Retirement Plan Services
Clients have the opportunity to select an asset-based fee or a fixed fee. Asset-based fees are charged
monthly or quarterly in advance and are calculated on the market value of total Plan assets on the last
day of the previous period, which includes securities, cash and money market balances. Fixed fees are
charged quarterly in advance. The initial advisory fee is prorated from the inception date the account is
under Berkeley’s management (or any other date mutually agreed upon between the client and
Berkeley) through the end of the current calendar quarter.
While Berkeley intends to charge fees in accordance with the standard fee schedule in place at the time
of executing the investment advisory agreement, fees are subject to negotiation and may vary from the
standard schedules to reflect circumstances that apply to a specific client account. The fee schedule and
any applicable terms and conditions are stated in the client’s investment advisory agreement. The
standard fee schedule for Retirement Plan Services is as follows:
Total Plan Assets Asset-Based Fee Fixed Fee
$0 to $10,000,000 0.50% or $35,000
$10,000,000 - $20,000,000 0.35% or $50,000
$20,000,000 - $30,000,000 0.25% or $65,000
$30,000,000 + Negotiable Negotiable
Clients may, but are not required to, grant Berkeley the authority to debit advisory fees directly from the
Plan’s account custodian. If the client authorizes Berkeley to debit fees, Berkeley is deemed to have
custody of the client’s funds. Clients will receive a statement, usually monthly but no less than
quarterly, directly from their account custodian. Berkeley urges clients to review the information on the
statement for accuracy and compare the information to any reports received directly from Berkeley. For
further information, please see “Note About Fee Calculation Based on Quarter-End or Month-End
Account Values,” below in this Item 5.
Either party may terminate the portfolio management agreement upon written notice to the other party.
Clients will be refunded all fees paid but unearned as of the time of receipt of written termination
notice. Any outstanding fees will be due. Termination of the agreement will not affect the liabilities or
obligations incurred or arising from transactions initiated under the agreement prior to the termination.
Berkeley Managed Account Program
The Berkeley Managed Account Program is a wrap program sponsored by Berkeley. Berkeley charges
a single fee to the client that includes custody, trades executed through the account custodian,
investment advisory services and other costs associated with management of the account. The fee does
not include other expenses such as account maintenance fees, transfer fees, electronic fund and wire
fees, interest, exchange fees, taxes, spreads, mark-ups/mark-downs, custody fees for alternative
investments, short-term redemption fees on mutual funds, etc. All fees paid to Berkeley are separate
and distinct from the internal fees and expenses charged by mutual funds, exchange-traded funds,
closed-end funds, unit investment trusts, or other collective investment vehicles. The client will be
solely responsible, directly or indirectly, for these additional expenses. Refer to Item 12 for a detailed
discussion of brokerage practices.
Clients may, but are not required to, grant Berkeley the authority to debit advisory fees directly from the
clients’ accounts. If the client authorizes Berkeley to debit fees, Berkeley is deemed to have custody of
the client’s funds. Clients will receive a statement, usually monthly but no less than quarterly, directly
from their account custodian. Berkeley urges clients to review the information on the statement for
accuracy and compare the information to any reports received directly from Berkeley. For further
information, please see “Note About Fee Calculation Based on Quarter-End or Month-End Account
Values,” below in this Item 5.
Fees are charged quarterly in advance based on the total market value of the account on the last day of
the previous quarter, which includes securities, cash and money market balances. The initial advisory
fee is prorated from the inception date the account is under Berkeley’s management (or any other date
mutually agreed upon between the client and Berkeley) through the end of the current calendar quarter.
If funds or securities are deposited to or withdrawn from the account during the quarter, the subsequent
quarter’s advisory fee will be pro-rated to account for the deposits or withdrawals only if the calculation
results in a fee adjustment of $10 or more.
While Berkeley intends to charge fees in accordance with the standard fee schedule in place at the time
of executing the investment advisory agreement, fees are subject to negotiation and may vary from the
standard schedules to reflect circumstances that apply to a specific client account. The fee schedule, and
any applicable terms and conditions, is stated in the client’s investment advisory agreement. The
maximum advisory fee charged by Berkeley for clients participating in the Berkeley Managed Account
Program is as follows:
Asset Value of the Account Annual Fee
First $500,000 1.50%
Next $500,000 ($500,000 to $1,000,000) 1.25%
Next $2,000,000 ($1,000,000 to $3,000,000) 1.00%
Value above $3,000,000 0.90%
Upon execution of the investment advisory agreement, Berkeley will become the portfolio manager for
the client accounts and will maintain investment discretion over the accounts. Berkeley may also
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