Nicola Wealth Management Ltd

Item 5 Fees and Compensation
Portfolio Management Services
Our annual fee for portfolio management services is equal to a percentage of the market value of your
assets under our management (AUM). Management Fees are calculated monthly and debited from
Accounts monthly. Each month, your blended rate will be calculated based on the aggregate AUM in
all of your Accounts. Certain holdings may be excluded from fee calculation based on specific

circumstances. Fees payable to Nicola Wealth and/or related parties by Nicola Wealth's proprietary
investment products for managing those products in which your Account(s) may invest will not be
rebated.

                                         Annual Fee Schedule

   For AUM Between $1,000,000 - $20,000,000                      For AUM Above $20,000,000

    1.15%      On the first $1 million                   0.45%      On the first $20 million
    0.95%      On the next $1 million                    0.40%      On the next $20 million
    0.65%      On the next $2 million                    0.35%      On the next $20 million
    0.45%      On AUM over the first $4 million          0.30%      On AUM over the first $60 million

If the portfolio management agreement is executed at any time other than the first day of a calendar
month, our fees will apply on a pro rata basis, which means that the advisory fee is payable in
proportion to the number of days in the month for which you are a client. Our advisory fee is
negotiable, depending on individual client circumstances.

At our discretion, we may combine the account values of family members living in the same household
to determine the applicable advisory fee. For example, we may combine account values for you and
your minor children, joint accounts with your spouse, and other types of related accounts. Combining
account values may increase the asset total, which may result in your paying a reduced advisory fee
based on the available breakpoints in our fee schedule stated above.

We will deduct our fee directly from your account through the qualified custodian holding your funds
and securities. We will deduct our advisory fee only when you have given our firm written authorization
permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver an
account statement to you at least quarterly. These account statements will show all disbursements
from your account. You should review all statements for accuracy.

You may terminate the portfolio management agreement upon sixty (60) days written notice. Accounts
that are closed prior to the end of a calendar quarter will be assessed a pro-rated Management Fee
based on the number of days the AUM has been under Nicola Wealth's management. The pro-rated
Management Fee will be adjusted and any amount owing will be paid on or about Account closing
date.

Financial Planning Services
We charge a fixed fee for formal financial plans, which generally ranges between $1,500USD to
$5,000USD. The fee is negotiable depending upon the complexity and scope of the plan, your financial
situation, and your objectives. We do not require you to pay fees for a financial plan six or more
months in advance in excess of $1,200USD. Should the engagement last longer than six months
between acceptance of financial planning agreement and delivery of the financial plan, any prepaid
unearned fees will be promptly returned to you upon request.

On occasion in the sole discretion of your individual adviser, the financial planning fees may be offset
against the portfolio management fee to the extent you implement the financial plan through our
Portfolio Management Service.

You may terminate the financial planning agreement upon written notice to our firm.

Additional Fees and Expenses
As part of our investment advisory services to you, we may invest, or recommend that you invest, in
mutual funds and exchange traded funds. The fees that you pay to our firm for investment advisory
services are separate and distinct from the fees and expenses charged by mutual funds or exchange
traded funds (described in each fund's prospectus) to their shareholders. These fees will generally
include a management fee and other fund expenses. You will also incur transaction charges and/or
brokerage fees when purchasing or selling securities. These charges and fees are typically imposed by
the broker-dealer or custodian through whom your account transactions are executed. We do not
share in any portion of the brokerage fees/transaction charges imposed by the broker-dealer or
custodian. To fully understand the total cost you will incur, you should review all the fees charged by
mutual funds, exchange traded funds, our firm, and others. For information on our brokerage practices,
refer to the Brokerage Practices section of this brochure.

Item 7 Types of Clients
We offer investment advisory services to high net worth clients such as professionals and small
businesses and the families that run them as well as charitable organizations, other investment
advisers, corporations or other businesses, estates, and retirement accounts such as registered
individual pension plans.

In general, we require a minimum of $1,000,000 to open and maintain an advisory account. At our sole
discretion, we may waive or lower this minimum account size. For example, we may waive the
minimum if you appear to have significant potential for increasing your assets under our management.

We charge a minimum annual fee in the amount of $10,000 to open and maintain an advisory account.
At our sole discretion we may waive or lower this minimum fee.

We may also combine account values for you and your minor children, joint accounts with your
spouse, and other types of related accounts to meet the stated minimum.