Invicta Advisors LLC

ITEM 5        FEES AND COMPENSATION

Our annual fees for Individual Advisory Services are charged based on the Investment Advisory Agreement signed by
the client. The calculated fees are a percentage of assets under management at the time of billing. Invicta Advisor’s
maximum permissible fee is 2.0% of assets under management. The amount of fees a client may pay is identified in
the executed agreement between Invicta Advisors and each client and are debited from the client account per the
schedule selected.

We may group certain related client accounts for the purposes of breakpoints when calculating the annualized fees.

Additional clients may be billed a Financial Planning Fee, that is calculated per annum and billed on a quarterly basis.
These fees are reflected in the Financial Planning Agreement signed by the client.

Negotiation of Advisory Fees

Although Invicta Advisors has established fee schedule(s), we retain the discretion to negotiate alternative fees on a
client-by-client basis. Client facts, circumstances and needs are considered in determining the fee schedule. These

include the complexity of the client, assets to place under management, anticipated future additional assets, related
accounts, portfolio style, account compositions, and additional services.

Consulting Services Fees

Consulting Service Fees are determined based on the nature of the services being provided and the complexity of
each client’s circumstances. Fees are agreed upon in advance and may be charged as either a flat or hourly fee(s).
The maximum hourly fee permitted by Invicta for consulting services is $500 per hour. Typically, fees for consulting
services are paid ½ upon execution of the agreement with remainder due upon completion of work; however,
advisors and clients may make other arrangements that are mutually agreeable to all parties.

Brokerage and Other Fees

 In addition to our advisory fees, individual portfolio clients are also responsible for the fees and expenses charged
 by selected custodians including, but not limited to, any transaction charges imposed by a custodian when a
 selected asset manager effects transactions for the clients account(s). An annual account fee may be charged in
 lieu of transaction costs. Please refer to the “Brokerage Practices” section (Item 12) of this Form ADV for
 additional information. We will review and disclose the fees that may be charged to clients.

 Fees paid to Invicta Advisors are separate and distinct from the fees and expenses charged by mutual funds and/or
 ETFs to their shareholders. Your account may incur mutual fund fees and expenses. Some investment may have
 additional fees embedded within the product.

 Please discuss your individual account with your Invicta Advisor.

 Some Invicta Advisors are involved in outside business activities including accounting and other professional
 services. To address this conflict Invicta does not actively solicit advisory clients for the other professional services.
 While an Invicta Advisor may refer a client to an Invicta Advisor who provides these other services, Invicta and
 Invicta Advisors who might make the referral do not receive any compensation resulting from the referral. Please
 see the supplement for information concerning your personal Invicta Advisor.

 Invicta endeavors at all times to put the interests of our clients first. However, clients should be aware that the
 receipt of economic benefits by Invicta in and of itself creates a conflict of interest and may indirectly influence
 Invicta’s choices for investments, custody, and brokerage services.

 ADDITIONAL INFORMATION

Termination of the Advisory Relationship

An agreement may be terminated at any time, without payment of any penalty, by Client by giving Adviser ten (10)
days written notice addressed to Adviser at its principal place of business. Adviser will terminate the Agreement at
any time after notification is received from the Custodian of the transfer of managed client assets. Adviser may
terminate an Agreement at any time by giving Client ten (10) days’ written notice addressed to the Client at their
principal residence or place of business. In the event of termination of an agreement prior to the end of a billing
cycle, Client will be entitled to a pro-rata refund of any fees paid, but unearned upon termination. In calculating
reimbursement of fees, we will pro rate the reimbursement according to the number of days remaining in the billing
period.

ERISA Accounts

Invicta Advisors is deemed to be a fiduciary to advisory clients that have employee benefit plans or individual
retirement accounts (IRAs) pursuant to the Internal Revenue Code of 1986 (the “Code”), respectively. As such, our
firm is subject to specific duties and obligations under ERISA and the Internal Revenue Code that include, among
other things, restrictions concerning certain forms of compensation. To avoid potential prohibited transactions,
Invicta Advisors does not charge fees for investment advice regarding products that the firm and/or associated
person may receive commissions or 12b-1 fees, unless such fees are offset from the advisory fee.

Limited Prepayment of Fees

Under no circumstances do we require or solicit payment of fees in excess of $500 more than six months in advance.

Advisory Fees in General

Clients should note that similar advisory services may (or may not) be available from other registered (or
unregistered) investment advisers for similar or lower fees.

Privacy Policy

Invicta Advisors Privacy Policy is initially provided to the client upon the opening of an account and is subsequently
disclosed at least annually or when specifically requested by a client. Invicta Advisors solicit information concerning a
client’s name, address, date of birth, social security/tax identification number, financial situation, investment
...

ITEM 7       TYPES OF CLIENTS

Invicta Advisors provide advisory services to the following types of clients:
              • Individuals (other than High Net Worth individuals)
              • High Net Worth Individuals
              • Pension and Profit-Sharing Plans (other than plan Participants)
              • Charitable Organizations
              • Corporate or other business entities not listed above