Pacifica Partners Inc

Item 5.           Fees and Compensation

       1.      Fees for Investment Management Services:

       The specific manner in which fees are charged by the Registrants is established in a
       client's written agreement with the Firm. Investment advisory fees, including any
       subsequent changes, are disclosed in the client’s IMA. Additional information regarding
       the advisory fees charged by PPCM or PPI can be found in the Firm’s Statement of
       Policies, Terms and Disclosures. The Registrants calculate investment management
       fees monthly based on a pre-determined percentage applied to the client’s assets
       under management and then divided by 12. The fees are billed to client accounts in
       arrears on a quarterly basis in the months of January, April, July, and October. The
       account custodian will debit the applicable client account in the amount of the firm's fee
       for such account.

       The fee schedules for discretionary and non-discretionary investment management
       services are listed below.
       The Standard Fee schedule for US domiciled assets managed by PPCM is as
       follows:
                     Assets Under Management (AUM) +          Annual Fee (%)

                     First $1,000,000 USD                         1.25%

                     Next $1,000,000 USD                          1.00%

                     Next $3,000,000 USD                          0.85%

                     Any amount over $5MM USD                     0.60%

       Standard Fee schedule for US residents with Canadian domiciled assets managed by
       PPI is as follows:
                     Assets Under Management (AUM) +          Annual Fee (%)

                     First $1,000,000 CAD                         1.25%

                     Next $1,000,000 CAD                          1.00%

                     Next $3,000,000 CAD                          0.85%

                     Any amount over $5MM CAD                     0.60%

Pacifica Partners Inc. (Canada)                            Suite 213, 5455 152 St, Surrey, BC Canada, V3S 5A5
Pacifica Partners Capital Management Inc. (USA)            Suite 103, 8105 Birch Bay Square, Blaine, WA USA, 98230

                                                                                    ADV Firm Brochure

       Standard Fee schedule for Canadian residents with Canadian domiciled assets
       managed by PPI is as follows:

                     Assets Under Management (AUM) +           Annual Fee (%)

                     First $500,000 CAD                            1.50%

                     Next $500,000 CAD                             1.25%

                     Next $1MM CAD                                 1.00%
                     Next $3MM CAD                                 0.85%

                     Assets over $5MM CAD                          0.60%

       When applying the preceding fee schedules, AUM is calculated per custodian.
       Therefore, if a client has assets domiciled in Canada and assets domiciled in the US,
       the AUM in each jurisdiction are totaled independently of one another and the
       appropriate fee schedule is applied.
       In addition, each client's fees may depend on additional factors, including the type of
       investment strategy, competitive business inducements, as well as unique
       circumstances for the client. Non-standard fees among Pacifica clients may exist for
       these reasons and due to honoring grand-fathered fee schedules, employee-rates,
       family-rates, etc. Accordingly, Pacifica’s investment management fees are
       standardized but negotiable to accommodate certain situations.
       PPI receives a management fee of 1.25% per annum for managing a pooled fund made
       available to certain of its advisory clients. Depending on the class of units held, the
       management fee is either deducted as an expense of the fund or charged externally
       directly to the investor by PPI. Fund investors also bear a portion of the fund’s audit,
       accounting, administration (other than advertising and promotional expenses), legal,
       and custody fees and expenses.
       Registrants’ fees are exclusive of brokerage commissions, transaction fees, and other
       related costs and expenses which shall be incurred by the client. Clients may incur
       certain charges imposed by custodians, brokers, third party investment and other third
       parties such as fees charged by managers, custodial fees, deferred sales charges, odd‐
       lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and
       taxes on brokerage accounts and securities transactions. Mutual funds and exchange
       traded funds also charge internal management fees, which are disclosed in a fund's
       prospectus. Such charges, fees and commissions are exclusive of and in addition to
       Registrants' fees, and Registrants shall not receive any portion of these commissions,
       fees, and costs.

       Item 12 further describes the factors that the Registrants consider in selecting or
       recommending broker‐dealers for client transactions and determining the reasonableness
       of their compensation (e.g., commissions).

Pacifica Partners Inc. (Canada)                             Suite 213, 5455 152 St, Surrey, BC Canada, V3S 5A5
Pacifica Partners Capital Management Inc. (USA)             Suite 103, 8105 Birch Bay Square, Blaine, WA USA, 98230

                                                                                       ADV Firm Brochure

       2.       Fees for Portfolio Supervisory Services:

       As mentioned in Item 4, PPI or PPCM may provide portfolio management services for
       certain clients. Our fees for such services are negotiable but will generally range
       between 0.05% and 0.10% of the assets being supervised. Alternatively, a fixed fee
...

Item 7             Types of Clients

       PPI provides portfolio management services to individuals, high net worth individuals,
       trust programs, corporations and a pooled investment vehicle. PPCM provides portfolio
       management services to individuals and high net worth individuals. Within this context,
       the Registrants have also has developed a significant knowledge base and practice in
       the area of expatriate and cross border financial management.
       The Registrants have a minimum client portfolio size of approximately $200,000 CAD,
       or approximately $150,000 USD.

       Item 8             Method of Analysis, Investment Strategies and Risk of Loss

       1.       Method of Analysis

       The Registrants utilize the following methods of security analysis: charting,
       qualitative analysis, quantitative analysis, technical analysis, and cyclical analysis.
            •    Charting analysis is a form of technical analysis in which charts of market and
                 security activity are reviewed in an attempt to identify continuation in trend and
                 inflection points signaling a change in trend.

Pacifica Partners Inc. (Canada)                                Suite 213, 5455 152 St, Surrey, BC Canada, V3S 5A5
Pacifica Partners Capital Management Inc. (USA)                Suite 103, 8105 Birch Bay Square, Blaine, WA USA, 98230

                                                                                      ADV Firm Brochure

            •    Qualitative analysis involves examining management decisions, competitive
                 advantages and threats, structural changes to an operating environment, or news
                 of potential merger-acquisition targets, or other factors that are not readily
                 subject to measurement.

            •    Technical analysis involves the short, medium, and long term analysis of past
                 market data; primarily price and volume.

            •    Cyclical analysis involves the analysis of business cycles to find favorable
                 conditions for buying and/or selling a security.

                 Quantitative analysis deals with quantifiable factors as distinguished from
                 qualitative considerations such as the character of management or the state
                 of employee morale. Examples of quantitative analysis includes examining
                 cash flow relative to various comparable peer groups, book value relative to
                 historic book value, the trend of capital efficiency measures, etc.

       2.       Investment Strategies

       Our investment strategy is to remain style agnostic, yet overtime we maintain a bias
       toward a value style of investing. We believe that any single style of investing can come
       under duress for prolonged periods of time due to the dynamic nature of markets. As a
       result, disciplined strategic and tactical shifts are sometimes required. We believe that it
       is important to adapt investment strategies to respond to current market conditions.
       Our approach involves blending our value bias with momentum, growth based
       strategies with the goal of capital protection, and consistency of investment returns
       throughout volatile markets.
       In order to apply our strategy, we use a multiple methodology approach to security
       analysis blending together the approaches identified in Section “1. Method of Analysis”
       to form the basis for decisions.
       We also employ a tactical asset allocation strategy, which rather than focusing
       primarily on security selection, attempts to identify an appropriate ratio of equity, fixed
       income, and cash equivalence securities. The objective of tactical asset allocation is to
       invest more heavily in markets, asset classes, sectors, or industries which we believe
       are valued below their intrinsic value. Simultaneously, the objective also attempts to
       avoid markets, asset classes, sectors, or industries which we believe are trading above
       their intrinsic value. The ultimate goal is to manage portfolios by avoiding capital
       impairment, or losses, while capturing most of the potential market upside, or gains.
       The risk in this strategy is that the client’s portfolio may not participate in sharp
       increases in the value of certain market segments, likewise, the portfolio may not be

Pacifica Partners Inc. (Canada)                               Suite 213, 5455 152 St, Surrey, BC Canada, V3S 5A5
Pacifica Partners Capital Management Inc. (USA)               Suite 103, 8105 Birch Bay Square, Blaine, WA USA, 98230

                                                                                        ADV Firm Brochure

       able to avoid sharp losses despite engaging in efforts to do so.
       Our strategy includes purchasing securities with the intent of holding the security for a
       period of less than a year.
       With respect to our Responsible Investing (RI) portfolios, noted above, there is a risk
       that such a portfolio could potentially result in lower returns if securities that are
       considered ineligible for investing due to their Environmental, Social, and Governance
       (ESG) characteristics exhibit investment gains.

       3.       Risk of Loss
        All investment strategies have certain risks that are borne by the investor. Our
        investment framework defines risk as the medium-term to long-term impairment of
        capital. Below are certain specific risks that our investors face. As it is not possible to
        identify all of the risks associated with investing, this section discusses certain material
        risks of our investment activities.

            •    Interest-rate Risk: Fluctuations in interest rates may cause investment prices to
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