Holt Capital Advisors LLC

Item 5             Fees and Compensation

 With respect to our investment management services, our firm, or an affiliate of our firm, typically receives
 compensation from our clients based on a percentage of assets that we manage. Generally, each year, we charge
 clients a management fee between 0.50% to 1.00% of the assets that we manage, depending on the strategy. In
 addition to the management fee, we also charge our investment partnership client an audit and administration fee
 up to a maximum of 0.25% of the assets we manage for that client. Our fees are generally not negotiable.
 With respect to Holt CIO, we generally charge clients an annual fee based upon the market value of the assets (as
 detailed below), though we are paid on an hourly basis for certain project-related engagements.

 Fee Schedules:
 Investment Management Accounts
                   Active Indexing:
                   Core Equity, Dividend Focused Equity, SMid Cap Equity and Fixed Income
                   0.500% annually on account balance up to first $5,000,000
                   0.375% annually on account balance between $5,000,000 and $25,000,000
                   0.250% annually on account balance in excess of $25,000,000

                   Inflation Hedge
                   1.000% annually on account balance up to first $2,000,000
                   0.750% annually on account balance between $2,000,000 and $10,000,000
                   0.500% annually on account balance in excess of $10,000,000

                   Active Equity
                   1.000% annually on account balance up to and including $2,000,000
                   0.750% annually on account balance between $2,000,000 and $10,000,000
                   0.500% annually on account balance in excess of $10,000,000

                   Short Term U.S. Treasuries
                   0.250% annually on market value of bonds and cash

 Private Investment Fund (Investment Partnership)
                   Equilibrium Stock Fund, L.P.
                   1.00% annually of each investor’s capital account balance
                      up to and including $2,000,000
                   0.50% annually of each investor’s capital account balance
                     in excess of $2,000,000
                   Audit and Administration Expenses (paid to third parties)
                   0.25% (maximum) of assets under management

 Holt CIO
                   Chief Investment Officer
                   Our fee for fractional chief investment officer services is generally 0.25% of the
                   market value of the client’s assets up to $50 million and 0.20% above $50 million.
                   However, we are paid on an hourly basis for certain project-related engagements.

 Our asset-based management fee and any audit and administration fees are deducted from our investment
 partnership client’s account at the beginning of each month. Our managed account clients are typically billed
 quarterly in advance for our asset-based management fee. Those fees for our managed account clients are either
 deducted from the client’s account or paid directly by the client, depending on the terms of each managed account
 agreement. We generally bill our Holt CIO clients on a bi-monthly or quarterly cycle, or upon completion of our
 services.
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 All clients receiving our investment management services generally incur the following expenses when
 applicable:

      Managed Accounts:
       fees related to the custody of their assets,
       brokerage and related transaction fees,
       management fees and expenses charged by any investment company (i.e., mutual fund or exchange-
         traded fund) in which our clients’ funds are invested,
       interest payments and
       certain taxes.

      Investment Partnership:
       fees related to the administration and custody of their assets,
       brokerage and related transaction fees,
       fees related to underwriting and private placements,
       interest on debit balances or borrowings,
       any withholding or transfer taxes imposed on the investment partnership,
       accounting, audit and legal expenses,
       costs of any litigation or investigation that may arise and
       costs in connection with providing reports and information to clients and investors.

 For more information on brokerage transactions and costs, please see Item 12: Brokerage Practices.

 The asset-based management fee that we charge our managed accounts is typically payable at the beginning of each
 quarter. If a managed account client terminates their managed account agreement prior to the end of a calendar
 quarter, we will refund any unearned fees on a pro rata basis. The asset-based management fee that we charge our
 investment partnership client is payable at the beginning of each month. The investors in our investment partnership
 can generally only withdraw money from the partnership on the last day of the month, so they are not likely to pay
 an asset-based management fee in excess of what they owe.

 Neither our firm nor our principal or employees receive any transaction-based compensation for the sale of
 securities or other investment products.

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Item 7             Types of Clients

 Our clients are:
      individuals,
      high-net-worth individuals,
      retirement plans,
      charitable organizations
      other entities with substantial assets to which we provide advice through managed accounts,
      as well as a private pooled investment vehicle.

 Investment Requirements
 We provide investment advisory services to separately managed accounts. The minimum investment required to
 open a managed account is generally $1,000,000, although investments of a lesser amount may be accepted on a
 case-by-case basis.

 Our investment partnership client does not have a minimum investment requirement. However, the investors in
 our investment partnership client are generally required to make a minimum investment of $500,000. We have the
 discretion to, and on occasion may, accept subscriptions for a lesser amount.

 This firm brochure is not an offer to invest in our investment partnership.

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