Bruni J V & Co

Fees and Compensation
For Investment Supervisory Services (see “Advisory Business”), we charge a percentage
fee, based on an average of month-end account values. This fee is billed after the end of
each calendar quarter. The table below summarizes our fee schedule:
             Portion of each account                      Annualized fee rate
             Up through $500,000                               1.25%
             Over $500,000 through $3.0 million                1.00
             Over $3.0 million through $10.0 million           0.75
             Over $10.0 million                                0.50
To illustrate how each billing tier could affect an account’s overall fee rate, consider a
$15 million sample account. Consistent with the above schedule, our annualized fee for
this account would be as follows:
             Portion of sample account                    Annualized fee rate
             First $500,000                                    1.25%
             Next 2,500,000                                    1.00
             Next 7,000,000                                    0.75
             Next 5,000,000                                    0.50
          Total: $15,000,000                                    0.725
Given our fee schedule, the effective annualized fee rate for accounts smaller than $15
million would be more than 0.725%. The effective annualized fee rate for accounts
larger than $15 million would be less than 0.725%. Clients should note that similar
advisory services may (or may not) be available from other investment advisers for
similar or lower fees. Our fees are deducted automatically from client accounts and paid
to us after each quarter, unless a client prefers to pay us directly.

We may modify our fee schedule, subject to discussion with and approval by our client.
However, our annualized fee rate will never be greater than 1.50% or less than 0.30%.
The asset values of multiple accounts are not combined to calculate fee tiers, unless we
agree to it in writing.
A client agreement may be terminated at any time upon 10 days prior written notice by
either party. We will prorate our fee to the date of termination.
Some existing clients may have different fee schedules that were put in place before we
created the above schedule. We may allow these clients to keep their schedules for
existing and new (additional) accounts. We may also offer, subject to discussion and
client agreement, a flat fee rate to clients.
The percentage fee we charge does not vary based on gains or losses achieved in
managed accounts. If we manage an account for only part of a calendar quarter, we
prorate our fee based on the number of days we managed the account during the quarter.
We include the value of any mutual funds or other investment companies in client
accounts when we calculate the overall account value for the purpose of computing our
fee. Therefore, our fees are in addition to any management or other fees charged by
mutual funds in which a client’s assets may be invested. Although we do not receive
commission income, the custodian of each client account may charge (and retains)
commissions and other fees for transactions and certain administrative actions. For more
information, please see the “Brokerage Practices” section of this brochure.
All fees may be negotiable. For services other than Investment Supervisory Services we
may charge $300/hour or a fixed fee.

Performance-Based Fees and Side-by-Side Management
Performance-based fees are those that are based on a share of capital gains on, or capital
appreciation of, client assets. There could be a conflict of interest if an investment
adviser manages accounts that have performance fees alongside accounts without
performance fees. We do not charge performance fees. Therefore, we do not face this
conflict of interest.

Types of Clients
We offer investment advice to:
   •   individuals (other than high net worth individuals);
   •   high net worth individuals;
   •   pension, profit-sharing and other retirement plans;
   •   trusts;
   •   estates;
   •   charitable organizations, endowments and other nonprofit organizations;
   •   corporations or other businesses not listed above.

Our initial account minimum is $300,000 for new accounts. This $300,000 minimum is
negotiable, and it does not apply to previously established accounts. Our account
minimum for additional accounts for existing clients is $100,000. Our initial account
minimum for the parents or adult children of existing clients is $100,000.

Methods of Analysis, Investment Strategies and Risk of Loss
Method of Analysis. Corporate equities (stocks) represent the largest category of assets
in which we have invested client assets. Our primary research for equities is based on
fundamental and qualitative analysis of important characteristics of companies, such as:
   •   industry and company growth outlook;
   •   the strength of a company’s competitive position;
   •   quality and “shareholder-friendliness” of corporate management;
   •   stock price relative to per-share values of earnings, cash flow, dividends, book
       value, replacement value, etc.;
   •   company financial soundness;
   •   the strength of a company’s research and development process;
   •   corporate profitability;
   •   a company’s sources and uses of cash;
   •   management and other “insider” holdings, purchases and sales;
   •   management-labor relations.
Market-Timing and Charting Analysis. We do not attempt to time overall stock market
movements, in part because we view short-term market movements as unpredictable.
Given unpredictable market movements, we believe that market-timing efforts are more
likely to harm than benefit most investors. Importantly, we do not feel it is necessary to
time markets in order to successfully pursue client investment objectives. We do not
employ “charting” analysis, because we make our investment decisions based on
fundamental economic and financial analysis (see above), not on what stock prices have
done in the past.

Economic Analysis. We evaluate overall economic conditions, such as economic
growth, inflation and employment, to identify how these factors may affect various
industries and companies. We also use economic analysis to help understand corporate
strategies and the durability of companies’ competitive advantages.

Fixed-Income Analysis. When we purchase fixed-income investments, such as bonds,
for our clients, we analyze current and potential future interest and inflation rates, the
financial soundness of various fixed-income issuers, and the maturities of available fixed-
income investments.

Sources of Information. We gather information from a wide variety of sources such as:
   •   corporate filings with the SEC;
   •   corporate ratings services;
   •   newspapers, magazines, the internet;
   •   annual reports, proxy statements, prospectuses;
   •   research prepared by others;
   •   corporate press releases.
We use data from these sources as inputs to our own analysis.

Investment Strategies. We seek to buy investments when we feel their prices do not
adequately reflect their long-term values, based on our analysis of factors such as those in
the preceding paragraphs. We sell investments when we feel prices appropriately reflect
(or exceed) investment values. We also sell when we can use funds to buy better
bargains. We typically purchase investments with the intent to hold them for the long
term (at least a year). If circumstances change from those we originally expected, we
may sell in less than a year. In unusual circumstances, we may buy investments with the
intent to hold them less than a year. Rarely would we plan to engage in “trading,” where
we would buy with the intention of selling within 30 days. While we “never say never,”
to date we have not engaged in short sales, options or futures transactions. We have used
margin (borrowed funds) only at the specific request of clients to address their temporary
cash needs.

Risks. All investments and all investment strategies contain risks that clients should be
willing to bear. For example, overall stock prices can fall, sometimes a lot and
sometimes over an extended period of time, due to:
   •   worsening economic conditions, such as in a recession;
   •   natural disasters or political events, including wars;
   •   worsening investor sentiment;
   •   high initial stock prices in relation to earnings, dividends and other fundamental
       factors;
   •   changes in interest rates, inflation, monetary, fiscal, regulatory and trade policies;
   •   other, sometimes unpredictable, factors, such as a pandemic.
Individual stock prices can fall, sometimes a lot and sometimes permanently, when
companies encounter meaningful operational, financing, competitive, management,
regulatory or other problems. Fixed-income investment prices can fall, sometimes a lot
and sometimes permanently, when issuers experience financial problems or when interest
rates rise.

Another risk is that the information we obtain from corporate regulatory filings and
company announcements, for example, may prove to be inaccurate. While we remain
alert to the possibility that information may not be accurate, our investment analysis can

be compromised by inaccurate or misleading information. Even when our information is
accurate, our analysis may prove to be incorrect.

Additional risks include unexpected changes in clients’ financial needs or investment
objectives that may require us to sell investments during periods of low prices, potentially
leading to losses. In addition, at any given time our style of investing may lead to
investment underperformance.