Bernard Caroli Wealth Management Inc

Item 5: Fees and Compensation

The Firm’s Fees and Compensation for Services.

The Company’s compensation differs based upon the services that it provides to a client.

Investment Management Services.

The annual fee for investment management services will be charged as a percentage of assets
under management, according to the schedule below:

                      Annual Fee                         Assets Under Management
                       1.00 %                                Initial $5,000,000
                       0.75 %                       All amounts between $5,000,000 up

                                                         to and including $10,000,000
                         0.50 %                       All amounts exceeding $10,000,000

Clients will be invoiced in advance at the end of each calendar quarter based upon the market
value of the average daily balance of the assets in the client’s account as of the last business day
of the previous quarter. If an account only has private investments, then the fee is based upon
the value of the account as of the end of the billing period. For clients with multiple accounts,
the Company, in its sole discretion, may combine the amount of assets in more than one account
in determining the fee to be charged to that client for services on the client’s total amount of
assets. The Company, in its sole discretion, may charge a different management fee based upon
certain criteria (i.e. anticipated future earning capacity, anticipated future additional assets, dollar
amount of assets to be managed, related accounts, type of services required, account
composition, negotiations with client, etc.). If an account is established during a quarter, the
Company will bill in arrears the days the account was funded to the end of the quarter. In the
event of termination of the Company’s services before the end of a billing period for which the
Firm received a pre-paid fee, the Firm shall pro-rate its fee through the date of termination and
promptly return any unearned portion of that pre-paid fee to the client.

If a client engages the Company to provide reporting only services for accounts held outside of
the Company and the Company is not able to effect transactions in those accounts, the Company
charges the client a consulting fee which is negotiated between the Company and the client and
is based upon the complexity of the reporting. The values for those accounts are provided by the
client to the Company.

Financial Planning Services. For stand-alone financial planning services, the Company charges a
fee ranging from $0 to $25,000 depending on the complexity of the financial planning and the
client’s financial situation. In the event of a termination of the Company’s services, the
Company will refund any unearned portion of the Client’s fee. In the event the Client and the
Company cannot agree on the amount of the “unearned portion of the Client’s fee”, the
Company’s opinion shall prevail provided that such opinion is supported by and is not in
violation of applicable law.

Compensation for the Sale of Insurance Products and Annuities

Certain of the Company’s personnel are also licensed insurance producers/agents with several
insurance companies in various states. In such capacity, each such personnel may recommend
the purchase of certain insurance or annuity products where they will receive a share of revenue
derived from the sale of such insurance or annuity products. For further discussion concerning
these activities, see Item 10.A of this Disclosure Brochure.

The activity disclosed in Item 5.B.1 above represents a potential conflict of interest and gives the
Company personnel engaging in such insurance activities an incentive to recommend the
purchase of insurance or annuity products for a client account based on their ability to receive
compensation from such a purchase, rather than based on a client’s needs. However, the Firm
addresses this potential conflict by (a) requiring that any such transaction be on commercially
reasonable terms that are generally consistent with industry standards, and (b) neither requiring
nor expecting that a client will purchase any such insurance or annuity products from or through

Firm personnel. In addition, any such Firm personnel must maintain compliance with applicable
rules and regulations that govern the sale of such insurance or annuity products.

Clients have the option to purchase investment or annuity products that the Company
recommends through other brokers or agents that are not affiliated with the Company.

 The Company’s advisory fee is in addition to any commission that Company personnel may
receive, and the Company will not reduce its advisory fee to offset such commission. The
Company does not charge advisory fees on the value of the insurance or annuity contract after it
has been purchased by Firm personnel.

General Information on Fees.

All fees are negotiable.

The Company’s fees shall be deducted from the client’s account by the client’s account
custodian, or, in the alternative, the client may pay the Company’s fee directly.

With respect to the Company’s investment management services, the client will also incur
charges imposed directly by the custodian of the client’s account, transaction charges imposed by
the broker-dealer executing securities transactions for the client’s account, and fees and expenses
imposed directly by mutual funds held in or for the client’s account (the Company, in its sole
discretion, may choose to absorb fees related to a particular transaction for a client account). For
further discussion concerning the Company’s brokerage practices, please see Item 12 of this
Disclosure Brochure. All fees paid to the Company for its services are separate and distinct from
the fees and expenses charged directly by the client’s custodian, the broker-dealer, and mutual
funds. The fees and expenses imposed by mutual funds are described in each fund’s prospectus,
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Item 7: Types of Clients

The Firm’s Clients.

The firm’s client base is comprised of individuals, high net worth individuals, one or more
pooled investment vehicles, and corporations or other business entities.

Requirements for Opening or Maintaining an Account.

Advisory Agreement. Each client will be required to sign a servicing agreement with the
Company that sets forth the terms and conditions of their relationship with the Company.