Oakwood Capital Inc

Item 5          Fees and Compensation

The following paragraphs detail the fee structure and compensation methodology for services provided by
the Advisor. Each client engaging the Advisor for services described herein shall be required to enter into
a written agreement with the Advisor.

Investment Advisory and Portfolio Management Services

Fees for our non-discretionary and discretionary investment advisory and portfolio management services
are calculated as an annual percentage of assets under management, including all cash and other assets in
the account (valued at liquidation value) (the “Account Value”), as follows:

Non-Discretionary Investment Advisory Fees

                     Assets Under Management ($)            Maximum Annualized Fee (%)

                            $25,000 to $99,999                            2.00%

                        Next $100,000 to $249,999                         1.90%

                        Next $250,000 to $499,999                         1.80%

                        Next $500,000 to $999,999                         1.60%

                      Next $1,000,000 to $1,999,999                       1.40%

                      Next $2,000,000 to $2,999,999                       1.20%

                      Next $3,000,000 to $4,999,999                       1.00%

                        Next $5,000,000 and above                         0.80%

Discretionary Oakwood Portfolio Management Fees

                     Assets Under Management ($)            Maximum Annualized Fee (%)

                           $25,000 to $249,999                           0.15%

                          $250,000 to $499,999                           0.14%

                           $500,000 to $999,999                          0.13%

                         $1,000,000 to $1,999,999                        0.12%

                          $2,000,000 and above                           0.10%

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Under certain circumstances, the portfolio management fees can be negotiable or assessed at a flat rate at
the sole discretion of the Advisor based on the size of the account, prospective growth, and other factors
and may differ from client to client.

Unless otherwise specified, fees are billed quarterly in advance based on the Account Value as of the last
day of the immediately preceding quarter. The first payment of the engagement will be due and payable
upon execution of the IMA. In the event our IMA is executed at any time other than the first day of a
calendar quarter, the fees will be prorated accordingly. Fees due to Oakwood Capital are deducted directly
from the client’s account under management and will be paid to Oakwood Capital by the qualified custodian
holding the client’s funds and securities, provided the client supplies written authorization permitting the
fees to be paid directly from the account. We require clients provide written authorization for us to deduct
our fees directly from their investment account. Both Oakwood Capital’s advisory agreement and the
custodial/clearing agreement may authorize the custodian to debit the account for our management fees and
to directly remit that fee to Oakwood Capital in compliance with regulatory procedures. Oakwood Capital
will not have access to client funds for payment of fees without written consent by the client. Further, the
qualified custodian agrees to deliver an account statement, at least quarterly, directly to the client, showing
all disbursements from the account. The client is encouraged to review all account statements for accuracy.

Oakwood Capital or the client may terminate the agreement within five (5) business days of singing the
IMA without penalty to the client. After the five-day period, either party may terminate the agreement by
providing thirty (30) days written notice to the other party. Upon the termination of our services, we will
conduct a fee reconciliation which will determine whether a refund is owed to the client, or if there are
outstanding fees due from the client. The refund amount will be calculated as the difference between the
total number of calendar days in the quarter in which the termination took place and the number of calendar
days worked (the number of calendar days between the first day of the termination quarter and the effective
date of termination), then multiplied by the quarterly fee converted into a daily rate (the total number of
calendar days in the termination quarter). We process refund payments within thirty (30) calendar days of
the effective termination date and will either send the client a check or refund their investment account. We
will provide a final invoice detailing the calculation of the refund.

Financial Planning and Consulting Services

Oakwood Capital’s financial planning and consulting services are offered on an hourly, annual fixed fee
(paid in equal quarterly installments), or one-time payment basis. Our hourly billing rates range from $150
to $500 per hour. Financial planning at an hourly rate requires the client to pay an initial deposit, determined
by the Advisor based on the complexity of the financial plan. The remaining balance will be invoiced upon
completion of the service and due immediately. Our annual fixed fee ranges from $500 to $100,000 per
plan. An annual fixed fee is payable quarterly in four equal payments. The first payment is prorated based
on the effective date of the Financial Planning Agreement. A one-time payment arrangement is charged at
a fee set by the Advisor based on the nature and complexity of the services being provided and may range
from $500 - $100,000. The one-time payment is due upon execution of the Financial Planning Agreement.
An estimate of the total cost for the financial plan, based on the scope and complexity of each individual
client, will be provided to the client at the start of the advisory relationship. If there are additional services

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Item 7           Types of Clients

We typically provide investment advisory services to individuals, high net worth individuals, trusts, estates,
and small businesses with qualified retirement accounts such as Pension and Profit-Sharing Plans, Defined
Benefit Plans, and 401(k)s.

The account minimum for our services is $25,000. This amount may be waived or reduced at our sole
discretion. The third-party money managers we recommend to clients may impose higher account
minimums.