Lorne Steinberg Wealth Management Inc

Item 5 Fees and Compensation

   A. Fee Schedule

      Separately Managed Account Fees
      In connection with its separately managed account services, clients will pay an
      annual fee rate indicated below on all their discretionary assets under management
      with LSWM based on the average monetary value of assets held with LSWM,
      including assets invested in the Steinberg High Yield Fund, Steinberg Global Value
      Equity Fund and Steinberg Canadian Dividend Growth Fund. This management
      fee is billed quarterly in arrears.

       Amount Invested                           Annual Fee
       $250,000                                  1.50%
       $500,000                                  1.00%
       $1 million                                0.80%
       $5 million                                0.65%
       $10 million                               0.50%

      Management fees are negotiable, are computed at the end of each quarter, and will
      be invoiced to and paid by the client’s custodian out of the assets of the client’s
      account. Separately managed accounts invested in our funds generally do not pay a
      separate management fee to these funds and instead pay a management fee to
      LSWM directly based on the fee schedule listed above.

      Fund Management Services
      Investors in the funds who do not have separate managed accounts with LSWM
      will generally be charged a management fee within the funds. The rates at which
      the funds’ fees are charged vary across our funds and, as to a particular fund, may
      also vary across investment options available to investors. As compensation for

LSWM’s investment management services to the entities, LSWM will generally
receive an annual management fee of up to 2.5% of the applicable entity’s net assets.
Certain funds may offer lower management fees in exchange for various
considerations. The fees and expenses applicable to each fund are described more
fully in such fund’s offering memorandum or organizational documents.
Management fees for funds are generally paid semi-monthly in arrears, but may be
paid monthly or quarterly and may be paid in advance or arrears. We may receive
a prorated portion of the management fee with respect to interests in a fund issued
at any time other than the beginning of any performance period or redeemed prior
to the end of any performance period. Any prepaid but unearned fees will be
refunded. We reserve the right to apply a different management fee to different
investors and to waive any management fee in whole or in part for particular
investors in our discretion, including principals and employees of LSWM.

Additional Fees and Expenses
As part of our investment advisory services, we may invest, or recommend that a
client invest, in equities, fixed income or other investments that include an
additional layer of fees, including funds managed by us. The fees that a client pays
to our firm for investment advisory services are separate and distinct from the fees
and expenses charged by such investments to their investors. These fees will
generally include a management, custodial and transfer agent fees and other fund
expenses.

Our fees are also exclusive of brokerage commissions, custodial fees, transaction
fees and other investment related costs and expenses. These charges and fees are
typically imposed by the broker-dealer or custodian through whom client account
transactions are executed. Please refer to Item 12 for a description of the factors we
consider in selecting or recommending broker-dealers for client transactions and
determining the reasonableness of their compensation.

The private funds and separately managed accounts may also be subject to
administrative, legal, audit and other professional expenses, including certain
software and other licensing costs. We do not share in any portion of these
commissions, fees and expenses. Please refer to the applicable private fund or
 offering memorandum or the advisory agreement for a separate account client for
more information. Client costs and expenses are the responsibility of, and may be
paid directly by, the applicable client. However, where we have the ability to do so
in respect of our clients, we may pay client costs and expenses directly out of our
own account for and on behalf of the client, and in those cases we are entitled to
reimbursement from the client. Certain costs and expenses may be incurred for the
benefit of, or be shared by, multiple clients which may include clients which do not
bear any responsibility for such costs and expenses. Such shared expenses generally
will be allocated across the applicable clients pro rata or in such other manner as
we deem appropriate. We may directly bear the responsibility for the portion of

      such shared costs and expenses otherwise allocable to clients which benefit from,
      but which are not directly responsible for, such shared costs and expense.

      Selection of Other Advisers Fees

      LSWM will receive its fees listed above, and such fees may be in addition to any
      fees separately charged by any third party adviser, if applicable. LSWM does not
      expect to engage other advisers, but if it does these relationships will be
      memorialized in each contract between LSWM and each third-party adviser. The
      fees will not exceed any limit imposed by any regulatory agency.

   B. Client Responsibility For Third Party Fees
      Clients are responsible for the payment of all third party fees (i.e., custodian fees,
      brokerage fees, mutual fund fees, transaction fees, etc.). Those fees are separate and
      distinct from the fees and expenses charged by LSWM. Please see Item 12 of this
      brochure regarding broker-dealer/custodian.

   C. Prepayment of Fees
      In connection with its advisory services, LSWM collects its fees in arrears.

Item 7 Types of Clients

    LSWM generally provides advisory services to the following types of clients:
      • High-Net-Worth Individuals
      • Businesses
      • Charitable Organizations
      • Foundations
      • Family Offices
      • Trusts
      • Pension Plans
      • Private Funds

    The minimum account size for LSWM’s separately managed account services is
    $250,000, subject to LSWM’s sole discretion.

    The minimum investment for the Steinberg High Yield Fund, Steinberg Global Value
    Equity Fund and Steinberg Canadian Dividend Growth Fund is $150,000 or $25,000
    in the case of an “accredited investor” as defined by the securities laws and regulations

    in each province and territory of Canada that are applicable to the funds and the
    requirements, rules, policies, instruments and decisions of the local securities
    authorities that are applicable to the funds (“Securities Legislation”).

    In the future, we may also offer investment advisory services to U.S. private funds that
    are not registered with the SEC as investment companies under the Company Act for
    investors similar to our advisory clients.