MIAI Inc

Item 5 Fees and Compensation
MIAI Advisors Program (MAP)

Fee Calculation & Billing
For clients participating in MAP, MIAI has established a maximum annual management fee of 3.00% of
the assets under management; unless the client’s account only has mutual funds, the maximum annual fee
is 2.25%. Fees are negotiable between MIAI and the client.

The management fee will be calculated at the beginning of each month for the preceding month’s services.
For accounts opened mid-month, the fee owed to MIAI will be pro-rated for the number of days the
account has been opened. Management fees will be based on the average daily balance (ADB) of the
client’s account assets under management for the previous month. The ADB does not count days when
the account has a zero balance. MIAI will use the information provided by the client’s Custodian, both for
fee billing purposes and investment performance calculation purposes. For assets for which no market
value can be ascertained as of the last day of the period, MIAI will fair value the asset. In fair valuing an
asset, MIAI may take into account bid and ask quotes, and any other information deemed relevant.
Securities for which there is no secondary market trading may be valued at historical costs unless MIAI
can obtain other information that would impact the value of such securities, including statements from an
issuer. Investment companies that do not trade in secondary markets will be valued at the net asset value
per share reported by the applicable investment company. In limited circumstances, management fees on
certain variable annuity accounts will be based on the weekly or monthly average balance. A client may
pay more or less in management fees when the pricing is based on a weekly or monthly average balance
compared to management fees when the pricing is based on the average daily balance.

At the beginning of each month, NFS will send the client a monthly brokerage account statement that will
include a management fee notification. The management fee will be deducted from the client’s NFS
account.

Other Fees and Disclosures
    The client must maintain cash in the core money market mutual fund, which the client selected, to
       pay for management fees and other charges and fees that may be incurred from time to time. To the
       extent adequate assets are not maintained in the core money market mutual fund to pay the

    management fees and other fees and charges, the client authorizes MIAI to liquidate such other
    assets as it deems appropriate to pay for such fees and charges.
   On an exception basis, clients may have their MAP management fees paid from other accounts or
    have MIAI bill them directly by invoice; in such cases, management fee debits will be noted as zero
    on the client’s NFS monthly brokerage statements.
   Accounts within a household can be aggregated to reduce management fees. Account aggregation
    can be done only on accounts with the same fee schedule and with clients in the same immediate
    family or under the same qualified plan. When accounts are aggregated, the total average daily
    balance for all of the aggregated accounts is used to determine the fee percentage from the fee
    schedule. MAP and FMAX accounts will not be aggregated to reduce management fees, even if the
    accounts otherwise have related accountholders.
   In addition to the management fees charged for investment advice, clients may also be subject to
    other fees and charges imposed by third parties other than MIAI in connection with the investments
    placed in or made through their account. These fees include but are not limited to 1) mutual fund
    sales loads; 2) Rule 12b-1 distribution fees and redemption fees; 3) variable annuity sales
    commissions; 4) surrender charges on previously purchased variable annuities; and 5) IRA and
    Qualified Retirement Plan fees Mutual funds, exchange-traded funds, and other pooled investment
    vehicles carry their own operating costs, and the client will, by investing in such products, bear a
    portion of such fees and expenses, which are separate and distinct from the fees assessed by MIAI.
    MPLW and/or MIAI representatives do not receive any portion of redemption fees paid by a client.
   MPLW and MIAI representatives, in their capacities as registered representatives of MPLW, may
    sell securities through MPLW. In such cases, MPLW and MIAI representatives will receive a
    portion of any commissions, mutual fund sales loads; Rule 12b-1 distribution fees; surrender
    charges on previously purchased variable annuities; variable annuity commissions; and other
    transactional fees on the product(s) sold in addition to the fees charged for investment advice. Such
    payments create a conflict of interest by giving the MIAI representative an incentive to recommend
    one investment company, product, or share class over another. MIAI employs policies and
    procedures to minimize this conflict of interest, including providing its MIAI representatives with
    training and guidance, as well as conducting periodic reviews of client holdings. Included is the
    review of mutual fund investments to ensure the appropriateness of mutual fund share class
    selections and whether alternative mutual fund share class selections are available, that might be
    more appropriate given the client’s investment goals and other considerations relevant to mutual
    fund share class selection. In addition, mutual funds generally offer multiple share classes available
    for investment based upon certain eligibility and/or purchase requirements. For instance, in addition
    to retail share classes (typically referred to as class A, class B, and class C shares), mutual funds
    may also offer institutional share classes or other share classes that are specifically designed for
    purchase by investors who meet certain minimum dollar amount thresholds or is enrolled in an
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Item 7 Types of Clients
MIAI generally provides investment advisory services to individuals, trusts, estates, corporations, other
business entities, charitable organizations, pension, and profit-sharing plans. MIAI has no minimum
account size. The minimum account size will be negotiated between the client and the MIAI
representative.