Noesis Capital Management Corp

ITEM 5: FEES & COMPENSATION
Standard Fee Schedule

Noesis is compensated for advisory services by charging a fee based on assets under management according
to the schedule below:

                                      Assets Under                     Fee
                                      Management
                                        First $1                     1.50%
                                         Million
                                       Above $1                      0.75%
                                         Million

Noesis Capital Management recommends a minimum investment of $1,000,000 for our advisory services, as
this aligns with our investment approach and portfolio structuring. While we encourage clients to meet this
recommendation, we also accept accounts with a minimum of $500,000 and make certain exceptions. Clients
with smaller portfolios can incur higher fees for similar services. For additional details about our minimum
fees and exceptions, please refer to Item 7: Types of Clients.

Fees are negotiable at our discretion and may differ from the standard fee schedule above. Related clients
living at the same address can elect to have fees “house-held” when circumstances would allow them to
achieve a break point. Each client’s fee is stated in the client agreement and is charged quarterly in advance
based on the ending account value on the last business day of the preceding quarter.

Clients have the option of having fees billed to them or having them deducted directly from their investment
accounts. The firm does not charge a separate fee for financial planning services.

Payment of Fees

Noesis’ fee for advisory services is based on the ending value of the account on the last business day of the
preceding quarter (excluding debits, as applicable) and is payable in advance. When initially opening an
account, Noesis will begin billing fees when we determine that active management begins. Our fees are
payable in advance, therefore, for those clients who choose direct debiting of fees, the first quarterly fee will
be directly debited from the client’s initial deposit into the account. Should clients, at any time, not have
enough cash available to pay the advisory fee in their account, Noesis reserves the right to liquidate assets
to cover the fee. Clients provide Noesis authorization to directly debit their fees when they sign the
investment advisory agreement.

When you make withdrawals, the value of your account fluctuates. Our firm does not adjust our quarterly
fee unless there is a material withdrawal in the quarter of more than twenty percent (20%) of the entire house-
held accounts. If there are less than ten (10) days left in the quarter, Noesis will not adjust the fees for any
withdrawals or additions to the account and the fee will be recalculated for the next quarterly billing cycle
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as is our normal method.

The firm primarily utilizes your qualified custodian’s reported pricing for valuation purposes. In the unlikely
event that Noesis is unable to obtain pricing through the qualified custodian, our firm will employ a fair
valuation technique that we believe is suitable for obtaining the most accurate pricing. Fair value pricing is
an “at best efforts” attempt to obtain a price and may not always be the best price available.

Assets Under Advisement Fees

Assets under advisement fees for advisory services are charged as a fee based on assets under advisement
according to the schedule below:

                                      Assets Under                   Fee
                                      Management
                                        First $1                   1.50%
                                         Million
                                       Above $1                    0.75%
                                         Million

As noted above, we recommend a minimum investment of $1 million for our advisory services, as this aligns
with our investment approach, portfolio structuring, and risk management. We may accept accounts starting
at $500,000 for young professionals with strong long-term growth potential.

Clients having a million dollars or less pay a higher percentage fee for the same or similar services. Although
we urge clients to start with this amount, our firm will accept smaller accounts. Fees are negotiable at our
discretion and may differ from the standard fee schedule above. Related clients living at the same address
can elect to have fees “house-held” when circumstances would allow them to achieve a break point. Each
client’s fee is stated in the client agreement and is charged quarterly in advance based on the ending account
value on the last business day of the preceding quarter.

Clients receiving this service are generally billed directly from Noesis. Noesis will rely on the client’s
qualified custodian valuations, or sponsor product valuations derived from the client’s statements for billing
purposes.

Inclusion of Cash and Margin Loan Balances in Billable Assets

Our firm includes cash balances and margin loan balances held in client accounts when calculating billable
assets for advisory fee purposes. As a result, the advisory fees you pay will include charges on these amounts,
regardless of whether such balances are actively invested or utilized in your portfolio management strategy.

Including cash and margin loan balances in billable assets may present a potential conflict of interest.
Specifically:
    • Cash Balances: The inclusion of cash in the fee calculation may reduce our incentive to invest such
        balances actively, as the firm collects fees regardless of the cash's investment status. This could lead
        to a misalignment of interests if cash remains uninvested for extended periods.
...

ITEM 7: TYPES OF CLIENTS

Noesis offers investment advisory services to individuals, including high net worth individuals, pensions and
profit-sharing plans, charitable organizations, trusts and estates, corporations, and institutions as well as
foreign clients. Although the firm recommends clients maintain a minimum balance of one million dollars,
the minimum balance accepted by our firm is $500,000. Accounts can be combined, or related accounts
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considered in order to obtain the minimum requirement. At our sole discretion, the minimum may be waived.