Novem Group

Item 5: Fees and Compensation

    A. Fee Schedule and Types of Fees

         Maximum Fee Schedule

                    Total Assets Under Management                                 Maximum Annual Fee
                             Up to $250,000                                             2.50%
                          $250,001 - $500,000                                           2.25%
                         $500,001 - $1,000,000                                          2.00%
                        $1,000,001 - $5,000,000                                         1.75%
                           Over $5,000,0001                                             1.50%

         These fees are negotiable depending upon the needs of the client and complexity of the situation, and the
         actual fee is indicated in the client’s contract. Fees are paid quarterly in advance or in arrears, and clients
         may terminate their contracts with written notice at any time. Refunds are given on a pro-rated basis if
         possible and are based on the number of days remaining in a quarter at the point of termination. This may
         not be possible with outgoing transfers and will be reviewed on a case-by-case basis.

         A client may terminate their contract, without penalty and for a full refund, within 5 business days of
         signing the contract.

         Types of Fees

         Available fee structures for financial planning include a flat fee (dollar amount or percentage of assets), an
         hourly rate, or a tiered fee schedule with a floating flat rate percentage based on an account/portfolio
         value. The type of fee structure depends upon the complexity of the situation and the needs of the client.

    B.   Payment of Fees

         Advisory fees are withdrawn directly from the client’s account or invoiced to the client with client written
         authorization found in the client’s contract. Fees are paid quarterly in advance or in arrears.

    C.   Clients are Responsible for Third Party Fees

         Clients are responsible for the payment of all third-party fees (e.g., custodial/vendor fees, brokerage fees,
         mutual funds fee, transaction fees, etc.). These fees are separate and distinct from the fees charged by
         Novem Group and its representatives.

    D. Prepayment of Fees

         Novem Group collects fees in advance or in arrears. Fees that were collected in advance will be refunded
         based on the prorated amount of work completed at the point of termination and/or the total days left in
         the billing period once the contract has been terminated. Any fee owed to the client will be returned to
         the client by check or deposited in an active investment account, depending on how the original fee was
         collected and if it is determined to be possible.

    E.   Outside Compensation for the Sale of Securities to Clients

             a.   Conflict of Interest

                  Novem Group and its representatives will accept compensation for the sale of securities or other
                  investment products, including asset-based sales charges or services fees from the sale of funds
                  to its clients. This presents a conflict of interest and gives the representative and Novem Group
                  an incentive to recommend products based on the compensation received. When recommending
                  the sale of securities or products for which Novem Group or its representatives receive
                  compensation, the representative will document the conflict of interest in the client file and
                  inform the client. Novem Group and its representatives have a fiduciary duty to keep the client’s
                  best interest in mind.

             b.   Advisory Fees in Addition to Commissions/Markups

                  Advisory fees that are charged to clients are not reduced to offset the commissions or markups
                  on securities or investment products recommended to clients.

Item 7: Types of Clients

Novem Group provides investment advice and/or supervisory services to the following types of clients:

    -    Individuals
    -    High net worth individuals
    -    Pension plans and profit-sharing plans
    -    Charitable organizations
    -    State or municipal government entities
    -    Other Investment Advisers