Guidance Capital Inc

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 one or more written agreements with the Advisor.

    A. Fees for Advisory Services
Investment Management Services
Investment advisory fees are paid quarterly, in advance of each calendar quarter, pursuant to the
terms of the investment advisory agreement. Investment advisory fees are based on the market
value of assets under management at the end of the prior calendar quarter. Investment advisory
fees range from 0.50% to 2.00% annually based on several factors, including: the scope and
complexity of the services to be provided; the level of assets to be managed; the inclusion of
financial planning services, 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 Advisor may include financial planning services as part of the
overall engagement and fee.

The investment advisory 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 Guidance Capital 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. However, the Advisor shall not receive any portion of these commissions,
fees, and costs. Clients with an allocation to an Other Manager will pay an additional fee for
those assets under management. Please see Use of Other Managers below.

Investment Management Clients with over $1,000,000 of assets managed by us may be offered
tax preparation and/or estate planning services free of charge by our affiliate tax preparation
company, Guidance Tax Management Group, LLC. You are at no time required to utilize this
affiliate’s services. This creates a conflict of interest due to a lack of monetary incentive for this
affiliate to serve you at the same level as other paying clients. Additionally, it incentivizes clients
of Advisor to increase AUM in order to obtain this benefit. This is mitigated by our fiduciary
duty to you. You are encouraged to review other options for tax preparation and/or estate
planning services as this is offered merely as a convenient perk to our clients and not intended to
imply suitability for our Advisory clients.

Use of Other Managers
For Clients that have account[s] managed by an Other Manager, the Client’s will be charged a
separate and additional investment management fee by the respective manager. The fees charged
by Other Managers will vary based on the manager, investment strategy or platform. The Advisor
does not receive any portion of the fees charged by an Other Manager. Guidance Capital only
receives its investment advisory fee as noted in 5.A. above. If the Client engages Dynamic
Market Advantage, LLC, there is additional compensation paid to owners of the
Advisor through its common control of DMA.

Financial Planning Services
Guidance Capital offers financial planning services either on an hourly basis or a fixed
engagement fee. Hourly fees range up to $300 per hour. Fixed fees are based on the expected
number of hours to complete the engagement at the Advisor’s hourly rate. Fees may be
negotiable based on the nature and complexity of the services to be provided and the overall
relationship with the Advisor. An estimate for total hours and/or total costs will be provided to
the Client prior to engaging for these services.

Retirement Plan Advisory Services
Fees for retirement plan advisory services are charged an annual asset-based fee ranging up to
2.00% based on the size of the Plan and scope of services to be provided. Fees are typically
billed in advance of each calendar quarter, pursuant to the terms of the retirement plan advisory
agreement. Retirement plan fees are based on the market value of assets under management in

the Plan at the end of the prior calendar quarter. Fees may be negotiable depending on the size
and complexity of the Plan.

    B. Fee Billing
Investment Management Services
Investment advisory fees are calculated by the Advisor or its delegate and deducted from the
Client’s account[s] at the Custodian. The Advisor shall send an invoice to the Custodian
indicating the amount of the fees to be deducted from the Client’s account[s] at the beginning of
the respective quarter. The amount due is calculated by applying the quarterly rate (annual rate
divided by 4) to the total assets under management with Guidance Capital at the end of the prior
quarter. Additions and withdrawals will be billed on a prorated basis, based on the number of
days the funds spent in the account. Clients will be provided with a statement, at least quarterly,
from the Custodian reflecting deduction of the investment advisory fee. Clients are urged to also
review and compare the statement provided by the Advisor to the brokerage 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 Guidance Capital to be paid directly
from their account[s] held by the Custodian as part of the investment advisory agreement and
separate account forms provided by the Custodian.

Use of Other Managers
For Clients accounts implemented with an Other Manager, the Client’s fee may be separately
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Item 7 – Types of Clients
Guidance Capital offers investment advisory services to individuals, high net worth individuals,
trusts, estates, businesses, charitable organizations, and retirement plans. Guidance Capital
generally does not impose a minimum relationship size. However, Other Managers may impose
minimums to effectively implement a strategy.