Granite Investment Partners LLC

Item 5 – Fees and Compensation

Advisory Contracts and Fees

5. A. Adviser Compensation

Granite’s fees are described generally below and detailed in each Client’s advisory agreement
or applicable account documents. Fees related to the Private Fund are found in the Private
Fund’s governing documents. Fees for services may be negotiated with each Client on an
individual basis. Granite may group multiple accounts of a Client (or group of related Clients)
together for fee billing purposes.

Fees may change over time and, as discussed below, different fee schedules may apply to
different types of clients, strategies and advisory arrangements. Fees may be negotiated on a
basis different from Granite’s stated fee schedules, if circumstances warrant, and Granite
reserves the right to waive or reduce the fees charged to a particular Client in its sole and
absolute discretion.

Fee Schedules

Granite's annual fee schedule for separately managed accounts is as follows:

Standard Fees for Institutional Accounts

Large Cap Equity                           First $0 - $25 million            0.75%
                                           Next $25 - $50 million            0.65%
                                           Next $50 - $100 million           0.55%
                                           Remaining Assets > $100 million   0.50%

All Cap Equity                             First $0 - $25 million            0.85%
                                           Next $25 - $50 million            0.75%
                                           Next $50 - $100 million           0.65%
                                           Remaining Assets > $100 million   0.60%

Small Growth, Small Core                   First $0 - $25 million            1.00%
& Small Core Select                        Next $25 - $50 million            0.90%
                                           Next $50 - $100 million           0.80%
                                           Remaining Assets > $100 million   0.70%

Micro Cap Equity                           All Assets                           1.50%

Standard Fees for Individually Managed Client Accounts

Equity and Balanced                         First $0 - $2 million               1.00%
                                            Next $2 - $5 million                0.75%
                                            Next $5 - $10 million               0.65%
                                            Remaining Assets > $10 million      0.50%

Fixed Income                                First $0 - $5 million          0.40%
                                            Next $5 - $10 million          0.30%
                                            Remaining Assets > $10 million 0.25%

Standard Fees for Private Fund

For advisory services provided to Pelicanview Total Return Fund, LLC (the “Private Fund” or
the “Fund”), compensation received by Granite is generally comprised of fees based on a
percentage of assets under management and performance-based amounts. Granite’s asset-
based fees range up to 1.00% (per annum), although reductions may be negotiated with
investors on a case-by-case basis.

Asset-based fees are billed quarterly at the commencement of the calendar quarter during
which Granite will perform the services to which the fees relate. For the Private Fund, Granite
may receive a Performance Fee up to 20% over a performance hurdle, as defined by the Fund’s
offering documents. Granite may waive all or any portion of the Performance Fee with respect
to any Investor in its sole discretion, including its employees and members. Fees are charged
to each investor’s capital account. Investors generally will be permitted to make complete or partial
redemptions in accordance with the terms of the Private Fund’s governing documents. The Private
Fund sets forth its specific fee structure (including how it charges fees) along with the additional
operational expenses in a confidential explanatory memorandum or similar offering document
provided to prospective investors. In addition to Granite’s fees, Investors will bear indirectly
other fees and expenses charged to the Fund.

Standard Fees for Mutual Funds

Granite provides sub-advisory services to mutual funds. Granite and the principal adviser for
each sub-advised mutual fund will negotiate Granite’s advisory fees for providing those
services. The sub-advisory fees will be set forth in the sub-advisory agreement between
Granite and the respective principal adviser. For the purpose of determining the fees payable
to Granite, the value of each of the mutual funds advised assets will be computed in the manner
specified in the respective mutual funds’ current Prospectus and Statement of Additional
Information.

Granite clients may receive, at no additional charge in addition to the investment advisory fee
arrangement, advice from Granite with respect to the allocation of their assets among mutual
funds. Although there is no separate or additional charge for this service, as discussed further

in Item 5.C, below, Granite clients who invest in the mutual funds bear their proportionate
shares of each mutual fund’s fees and expenses, including their pro rata share of Granite’s
advisory fees, in the event that Granite is the adviser or sub-adviser to such fund.

Wrap Programs

Granite also provides certain sponsors of separately managed account programs with
investment advice with respect to individual security selections and develops recommended
portfolios in connection with such programs. Ordinarily, the agreement between the Program
Sponsor, or the Client, and Granite provides for Granite to offer continuous investment
management advice to Clients based on the individual needs of each Client. Granite generally
maintains exclusive investment discretion as to which securities shall be purchased or sold in
a Client's account in a manner consistent with the Client's selected management style,
...

Item 7 – Types of Clients

Granite primarily provides customized investment advisory services to institutional clients
including employee benefit plans, foundations, endowments, pension and profit-sharing plans,
government entities, and private funds well as high net worth individuals.

Separately Managed Accounts. The minimum amount required to establish and maintain a
separately managed account is generally $1,000,000 taking into account the value of the entire
household or family relationship. In certain circumstances, including sub-advisory relationships,
at the discretion of Granite’s management, the minimum account size may be reduced.

Private Funds. Granite provides discretionary advice to a Private Fund. The Private Fund
operates as a pooled investment vehicle and is a limited liability company. The minimum
investment for the Private Fund(s) is $250,000. Specific procedures and restrictions apply to
withdrawals from, and terminations of, an Investor’s position in a Private Fund, as described in
the Private Fund’s governing documents. Minimum redemption amounts and minimum capital
account size may apply in the event of a partial withdrawal. An Investor also may be required
to redeem all or part of its interest in a Private Fund upon provision of reasonable notice.
However, Granite reserves the right, in its sole discretion, to reduce the minimum investment
requirements under certain circumstances.

Mutual Funds. In sub-advising mutual funds, Granite will be subject to the supervision and
direction of the respective fund’s Board of Trustees. Each mutual fund’s strategy, objectives,
fees, and investment minimums will be outlined in each fund’s prospectus.

Wrap-Fee Programs. Granite has been retained as an investment manager under a number
of wraparound fee or so-called "wrap-fee" arrangements for separately managed account
programs sponsored by certain unaffiliated broker-dealers (the "Program Sponsors").

Under such wrap-fee arrangements, Program Sponsors may recommend that a Client retain
Granite as an investment adviser, pay investment advisory fees on behalf of the Client, monitor
and evaluate Granite's performance, execute the Client's portfolio transaction without
commission charges, and provide custodial services for the Client's assets, all for a single fee
paid by the Client to the Program Sponsor.         Generally, the Client under a wrap-fee
arrangement enters into an investment advisory agreement with the Program Sponsor and
Granite enters into a sub-advisory agreement with the Program Sponsor. In some instances,
the Client under a wrap-fee arrangement enters into an investment management agreement
directly with Granite and a separate agreement with the Program Sponsor.

Granite relies on extensive information provided by the Program Sponsor on the prospective
Client in determining the suitability of the investment style selected by the wrap-fee program
Client. This information may come from, among other things, a personal interview with the
Client and a written questionnaire completed by the Client that provides certain financial and
other relevant data including the Client's investment objectives, risk tolerance and investment

restrictions, if any. Once the account has been established, Granite may communicate directly
with the Client.

Clients, who utilize Granite through a wrap fee program of a sponsoring broker, are limited to
specific investment products, while non-wrap fee Clients who use the same broker for custodial
and brokerage services and contract directly with Granite for investment services are not limited
to such products. The wrap fee program client should also review the Program Sponsor’s
Appendix 1 of the Sponsor’s Form ADV Part 2 for complete detail on the sponsor’s wrap fee
program.

Consultant Programs. In addition, some brokerage and investment consultant firms have
Managed Account Programs in which the brokerage or investment consultant firm typically
provides manager search, financial consulting, performance measurement, custodial services,
and in the case of brokerage firms, brokerage. Many of the Managed Account Programs may
refer accounts to Granite.

Model (UMA) Programs. Granite also offers investment advisory services to Program
Sponsors in the form of model portfolios based on one or more of its investment strategies.
Program Sponsors utilize the model portfolios to provide investment services to their clients in
the same manner as the wrap-fee arrangements described above.