Boston Portfolio Advisers LLC

Item 5: Fees and Compensation

Investment advisory clients are charged management fees according to the following schedule:

               ACCOUNT VALUE                                 ANNUAL FEE
               First $250,000                                1.25% of account value
               Next $1,750,000                               1.00% of account value
               Next $3,000,000                               0.75% of account value
               Above $5,000,000                              0.50% of account value

BPA has established a minimum account size of $500,000 even though BPA has the discretion to
accept smaller accounts. The last two breakpoints do not apply to individual stock management.

Fees are subject to negotiation in limited circumstances.

Client accounts bear the burden of transaction costs and investment company expenses.
However, BPA endeavors to keep these costs and expenses at immaterial levels. Except for
client accounts enrolled in the American Funds F2 Direct program, BPA's management fees are
charged quarterly in advance and are directly deducted from client advisory accounts with client
authorization. BPA has the contractual right to charge prorated fees for accounts established
within the quarter, and clients may request refunds of fees on a prorated basis for accounts
terminated within the quarter. Clients may incur certain charges imposed by third parties such
as custodians, broker-dealers or banks in related transactions. Clients should read mutual fund
and exchange-traded fund prospectuses to learn of their management fees and charges, none of
which, however, accrue to BPA.

For clients who participate in the American Funds F2 Direct Program, fees are collected in arrears.
Fees are calculated for each quarterly period ending the last business day of February, May, August
and November and are the product of (i) the average daily net asset value of client assets invested
through the Program during the quarter; and (ii) the number of days in the quarter; and (iii) the fee
divided by the number of days in the year.

For assets managed through a third-party platform, the Client is not charged any additional platform
fees. The Advisor bears the cost of the platform in order to service these Client assets. Advisory fees
apply to assets accessed and managed through the platform as part of the Client’s assets under
management, as disclosed above.

Item 12 further describes the factors that BPA considers in selecting broker-dealers for client
transactions and determining the reasonableness of their compensation.

Item 7: Types of Clients

BPA provides advisory services to individuals (other than high net worth individuals), high net
worth individuals, trusts, and family partnerships/LLCs.

As previously disclosed in Item 5, BPA has established a minimum account size which can be
waived at the sole discretion of BPA.