Constitution Capital LLC

Item 5 – Fees and Compensation

The following paragraphs detail the fee structure and compensation methodology for services provided by the
Advisor. Each Client engaging the Advisor for services described herein shall be required to enter into a written
agreement with the Advisor.

A. Fees for Advisory Services
Wealth management fees are paid quarterly in arrears, at the end of each calendar quarter, pursuant to the terms
of the wealth management agreement. Wealth management fees are based on the market value of assets under
management at the end of the quarter. Wealth management fees range from 0.50% to 1.40% annually based on
several factors, including the scope and complexity of the services to be provided, the level of assets to be managed,
and the overall relationship with the Advisor. Relationships with multiple objectives, specific reporting requirements,
portfolio restrictions, and other complexities may be charged a higher fee.

The wealth management fee in the first quarter of service is prorated from the inception date of the account[s] to the
end of the first quarter. Fees may be negotiable at the sole discretion of the Advisor. The Client’s fees will take into
consideration the aggregate assets under management with the Advisor. All securities held in accounts managed
by CIAPM will be independently valued by the Custodian. The Advisor will conduct periodic reviews of the
Custodian’s valuation to ensure accurate billing.

The Advisor’s fee is exclusive of and in addition to any applicable securities transaction and custody fees and other
related costs and expenses described in Item 5.C. below, which may be incurred by the Client. The Advisor’s
recommended Custodian charges an annual custody fee of 0.04% or 0.01% per quarter on assets held in the Client’s
account[s]. The Custodian deducts this fee directly from the Client’s account[s], as authorized by the Client on the
separate account forms provided by the Custodian. The Advisor shall not receive any portion of these commissions,
fees, and costs.

B. Fee Billing
Wealth management fees are calculated by the Advisor or its delegate and deducted from the Client’s account[s] at
the Custodian. The amount due is calculated by applying the quarterly rate (annual rate divided by 4) to the total
assets under management with CIAPM at the end of the quarter. Clients will be provided with a statement, at least
quarterly, from the Custodian reflecting the deduction of the wealth management fee. Clients are urged to review the
statement from the Custodian, as the Custodian does not perform a verification of fees. Clients provide written
authorization permitting advisory fees to be deducted by CIAPM to be paid directly from their account[s] held by the
Custodian as part of the wealth management agreement and separate account forms provided by the Custodian.

C. Other Fees and Expenses
Clients may incur certain fees or charges imposed by third parties, other than CIAPM, in connection with
investments made on behalf of the Client’s account[s]. The Client is responsible for all custody and securities
execution fees charged by the Custodian, if applicable. The Advisor's recommended Custodian does not charge
securities transaction fees for ETF and equity trades in a Client's account, provided that the account meets the
terms and conditions of the Custodian's brokerage requirements. However, the Custodian typically charges for
mutual funds and other types of investments. The fees charged by CIAPM are separate and distinct from these
custody and execution fees.

In addition, all fees paid to CIAPM for advisory services are separate and distinct from the expenses charged by
mutual funds and ETFs to their shareholders, if applicable. These fees and expenses are described in each fund’s
prospectus. These fees and expenses will generally be used to pay management fees for the funds, other fund
expenses, account administration (e.g., custody, brokerage, and account reporting), and a possible distribution
fee. A Client may be able to invest in these products directly, without the services of CIAPM, but would not receive
the services provided by CIAPM, which are designed, among other things, to assist the Client in determining which
products or services are most appropriate for each Client’s financial situation and objectives. Accordingly, the
                                                  Constitution Capital, LLC
                             d/b/a Constitution Investment Advisory and Portfolio Management
                                       2 Trap Falls Road, Suite. 504, Shelton, CT 06484

                                          Phone: (475) 269-3200 | Fax: (475) 269-3225
                                                       www.ciapm.com

Client should review both the fees charged by the fund[s] and the fees charged by CIAPM to fully understand the
total fees to be paid. Please refer to Item 12 – Brokerage Practices for additional information.

D. Advance Payment of Fees and Termination
CIAPM is compensated for its wealth management services following the end of the quarter after services are
rendered. Either party may terminate the wealth management agreement, at any time, by providing advance written
notice to the other party. The Client may also terminate the wealth management agreement within five (5) business
days of signing the Advisor’s agreement at no cost to the Client. After the five-day period, the Client will incur charges
for bona fide advisory services rendered to the point of termination, and such fees will be due and payable by the
Client. The Client’s wealth management agreement with the Advisor is non-transferable without the Client’s prior
consent.

E. Compensation for Sales of Securities
CIAPM does not buy or sell securities to earn commissions and does not receive any compensation for securities
transactions in any Client account other than the wealth management fees noted above.

Item 7 – Types of Clients

CIAPM offers wealth management and related advisory services to individuals, high-net-worth individuals, trusts,
estates, corporations, and charitable organizations. CIAPM generally does not impose a minimum relationship
size.