Northeast Investment Management Inc

ITEM 5 – FEES AND COMPENSATION
Investment counsel fees are established in the client’s Investment Counsel
Agreement. NIM’s stated fee schedule is as follows:
                                           MARKET VALUE              RATES
                         First       $ 1,000,000                     1.25%
                         Next          1,000,000                     1.00%
                         Next          1,000,000                     0.75%
                         In excess of 3,000,000                      0.50%

Fees may be negotiated. Factors considered include – but are not limited to - the
nature and type of assets to be managed and the existing relationship the client has
with NIM. Some fee arrangements are based on a fixed dollar amount or include a
fixed dollar component and could therefore exceed the fees in the fee schedule set
forth above. All investment counsel fees paid to NIM are exclusive of brokerage
commissions (see Item 12 – Brokerage Practices). In addition, clients sometimes
incur certain charges imposed by third parties such as legal fees, deferred sales
charges, wire transfer and electronic fund fees, express mail and shipping fees, class
action filing fees and securities valuation fees for estate settlement purposes.

NIM calculates its investment counsel fee based on the market value of assets under
management at the end of each calendar quarter. Market value includes assets
whose prices are readily available and provided by the qualified custodian.
Investment counsel fees are payable after the end of each calendar quarter. NIM
charges its investment counsel fee directly to the client’s account.

In the event of termination, the investment counsel fee is prorated through the date
of termination or the month end prior to the date of termination if the termination
date market value is unavailable. The proration is based on the ratio of the number
of days that assets were under management to the number of days in the quarter.

NIM charges a separate fee for estate settlement, tax preparation and bill paying.
These fees vary as they are based on a variety of factors. For example, estate
settlement fees are typically based on the value of the estate and the relationship
the client has with NIM. Tax preparation fees are typically based on the type and
number of tax forms, types of investments, nature of cash receipts and
disbursements, trade activity, filing requirements and regulatory developments. Bill
paying fees are typically based on the volume of activity and complexity of work.
Finally, NIM occasionally provides general consulting services to non-advisory clients
– clients whose assets are not managed by NIM. In these instances, NIM charges a
fixed fee that is negotiated on a case-by-case basis.

NIM has been approved by RBC to participate in its wrap fee program. NIM manages
8 such accounts and charges the stated fee schedule or ranges from 0.75% to 1% of
the asset value of each account. Because the wrap fee paid by the client to RBC
covers the cost of custody, trades are executed through RBC.

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ITEM 7 – TYPES OF CLIENTS
NIM provides services to individuals, families, trustees, executors, personal
representatives, family offices, charitable institutions and small businesses. NIM
requires that new relationships have a minimum value of $3,000,000. However, the
Directors may grant accommodations to smaller relationships.