ITEM 5 - FEES AND COMPENSATION
Annual Trustee/Fiduciary Fee
We charge a fixed fee for our independent fiduciary services ranging from $16,500 to $18,000.
We previously offered these services at different fee ranges and your fees may vary.
Additionally, where plan assets exceed $10 million, we will assess additional asset-based fees,
subject to negotiation, as follows:
Value of ESOP or Qualified Plan Annualized Fee
Plan is valued at $10 Million or less $16,500 Minimum
On the next $5 million 8.5 Basis Points ($850 per million)
On the next $15 million 6.5 Basis Points ($650 per million)
On the next $25 million 5.5 Basis Points ($550 per million)
On the next $50 million or above 4.5 Basis Points ($450 per million)
Fees are invoiced quarterly in advance. The scope of the engagement, including the services
provided by our firm, the fees for service and other terms relating to fees or expenses will be
outlined in the independent fiduciary agreement. Once calculated, an invoice is prepared and
sent to the client for payment.
The value of the ESOP or Qualified Plan is determined annually based on third-party appraisals.
You may terminate the independent fiduciary agreement within five days from the date of
acceptance without penalty. After the five-day period, either you or our firm may terminate the
independent fiduciary agreement by providing 30-days written notice to the other party. In the
event of cancellation of the agreement, the prepaid minimum fee will be pro-rated for services
rendered prior to termination of the agreement and any unearned fees will be refunded to you.
Transaction Fees
In certain circumstances, our firm or Mr. Phillips may be asked to review a proposed transaction
and make a direction as to what action to take. These reviews may include but are not limited to a
sale or purchase of stock to or from the Company, ESOP or an outside shareholder; a tender offer;
or a merger. In those circumstances, we will charge a fee for this service. The minimum
transaction fee is typically $35,000. Fees for a new transaction are subject to the same calculations
as our Annual Trustee/Fiduciary Fee. The Transaction Fee will be the greater of the Minimum
Transaction Fee and the amount of the calculated fee based upon the Annual Trustee/Fiduciary
Fee schedule. An invoice for the amount of the Transaction Fee will be sent to the client for
payment.
Other Out of Pocket Costs
Our agreement for services sets forth additional costs and expenses that may be charged directly
to the client, or for which we may invoice the client. These fees vary by relationship but generally
may include fees charged by the custodian for activities such as distributions, wires, stop payment
fees, or other operational related tasks operational related tasks which may potentially include a
surcharge. When applicable, travel and other out-of-pocket costs can be accumulated and invoiced
to clients at cost. For these costs, an invoice will be prepared and sent to client for consideration
and payment. For those assets that are managed by an unaffiliated investment adviser, additional
fees will be charged. Those additional fees and expenses will be detailed in a disclosure brochure
provided by the unaffiliated investment manager.