Forest Capital Management LLC

Item 5 – Fees and Compensation

Forest is primarily compensated via fees calculated as a percentage of assets under
management. In limited circumstances, the investment management fee is negotiable
depending on many factors including, but not limited to, the size of the account, the
complexity of the services provided, and other factors. The specific manner in which
fees are charged by Forest shall be established in a client’s written agreement with
Forest. Forest reserves the right to negotiate the fee with its clients.

                        Forest Capital Management, LLC

In general, Forest bills clients on a monthly or quarterly basis in advance of or in arrears
of services rendered, based on a calendar quarter. For accounts opened during a quarter,
the initial fee shall be pro- rated. Any client has the right to terminate the investment
contract without penalty within five business days after entering into the contract. In
the event a client terminates their account with Forest, all fees shall be pro-rated.

Payment of Forest’s investment advisor fees will be deducted from each client’s account
on a monthly or quarterly basis by their custodian and paid directly to Forest, unless
otherwise directed in writing by a client. The consent for deduction of fees is generally
contained in the written agreement the client enters into with Forest. The clients’
custodians will deliver a periodic (at least quarterly) account statement directly to the
clients. The statements will include all transactions that took place in the account during
the period covered and reflect any fees deducted and paid to Forest. The clients are
encouraged to review their account statements for accuracy.

Forest’s fees are exclusive of brokerage commissions, transaction fees, and other related
costs and expenses which shall be incurred by the client. Clients should be aware of any
additional charges imposed by custodians, brokers, third party investments and other
third parties such as fees charged by managers, custodial fees, deferred sales charges,
odd-lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees
and taxes on brokerage accounts and securities transactions. Such charges, fees and
commissions are exclusive of and in addition to Forest’s fee.

Specifically, if client assets are invested in shares of mutual funds, these mutual fund
shares can have mutual fund 12b-1 fees, mutual fund management fees, early
termination fees (which include fees on whole or partial liquidations of an account)
and other fees and expenses that can be assessed by the fund sponsor, custodian,
transfer agent, adviser or other service providers. Further charges can be found in
mutual fund prospectuses, annual reports, or custodial agreements. These fees are
separate from Forest fees and will never be collected by Forest.

Fee Schedule

Retirement Plan Fees

The manner in which fees are charged by Forest is established in the written
agreement with the client and are negotiable and customized for each client. Forest is
compensated for its services on a fixed-fee basis or on a percentage of assets of the
employee benefit plan. Fees are generally payable in advance or in arrears on a quarterly
basis. Fees are dependent on the services provided. Clients decide the manner in which
fees are paid – either directly to Forest or deducted from the retirement plan assets.

Item 7 – Types of Clients

Forest currently provides investment advisory services to employer-sponsored
retirement plans including defined contribution plans and defined benefit plans.

                       Forest Capital Management, LLC