Palisades Hudson Asset Management LP

​Item 5 - Fees and Compensation​

​ ur firm and staff do not accept compensation or commissions for the sale of​
O
​securities or other investment products, including asset-based sales charges or​
 ​service fees from the sale of mutual funds. We are only compensated by our​
  ​clients.​

​●​ ​Investment Advisory Services to Individuals, Trusts, and Entities​

​ s noted above, we provide three levels of investment advisory services which​
A
​each have a separate, non-negotiable, schedule of fees. These schedules are​
 ​detailed in the chart below.​

       ​ ​                ​ ​                        ​ erformance​ ​ ​
                                                     P                    ​Asset​   ​ ​     ​Trust​
                                                     ​Reporting​       ​Management​     ​Management​
       ​ n the first​
       o                             $​ 5,000,000​      0​ .35%​          ​​       1​ .00%​        ​​    1​ .30%​
       ​on the next​                  ​$5,000,000​       ​0.25%​          ​ ​       ​0.75%​        ​ ​    ​1.00%​
        ​on the next​           ​$10,000,000​             ​0.25%​                    ​0.60%​               ​0.80%​
         ​on the next​           ​$15,000,000​             ​0.20%​       ​ ​          ​0.50%​     ​ ​       ​0.65%​
          ​on the next​           ​$30,000,000​             ​0.15%​                    ​0.30%​               ​0.35%​
           ​above​                 ​$65,000,000​             ​0.10%​     ​ ​            ​0.25%​   ​ ​         ​0.30%​

​ e charge investment advisory fees based on the amount of assets under​
W
​management. We bill monthly, in advance, on a pro-rata basis. We typically​
 ​deduct each client’s monthly fee from their portfolio. However, if a client prefers​
  ​to pay by check, we send them a monthly bill with payment instructions.​

I​ f either Palisades Hudson or the client should choose to terminate the​
 ​engagement, we reimburse the client for any unearned investment advisory fees​
  ​that we previously collected. We compute unearned investment advisory fees on​
   ​a pro-rata basis for the month when termination occurs.​

​ ur minimum monthly fee is $416.67, which is one-twelfth of $5,000, the​
O
​minimum annual fee. In certain situations Palisades Hudson may waive its​
 ​minimum fee, which is a flat dollar amount, and instead charge clients based on​
  ​our schedule of fees.​​Palisades Hudson retains the​​discretion to negotiate fees on​
   ​portfolios larger than $50 million.​

                                                                   ​6​

​ dditionally, invoices from Palisades Hudson will reflect out-of-pocket postal​
A
​and courier expenses that we incur in servicing client accounts. There is no​
 ​charge for first-class domestic mailing of monthly statements.​

​ or billing purposes, Palisades Hudson may aggregate accounts owned by a​
F
​family, including entities controlled or established by family members. In this​
 ​situation, we will bill each client based on that client’s pro-rata share of the​
  ​family group’s fee. This may result in lower monthly fees for some or all​
   ​members of the family. Family account aggregation is at our sole discretion. We​
    ​will communicate any changes to our fee aggregation policies that will affect a​
     ​client’s accounts in advance.​

I​ n addition to our investment advisory fees, our clients incur fees (such as​
 ​brokerage transaction fees) when we trade securities on their behalf. Palisades​
  ​Hudson does not benefit financially from these fees. For more information,​
   ​please refer to the “Brokerage Practices” section of this brochure.​

​ lients also incur fees and expenses charged by managers of the investments​
C
​selected by Palisades Hudson. For example, mutual funds and limited​
 ​partnerships charge management fees to their investors. Palisades Hudson does​
  ​not benefit financially from these fees.​

​●​ ​Investment Advisory Services to Retirement Plans​

​ alisades Hudson does not have a standard fee schedule for investment advisory​
P
​services provided to plan sponsors. We determine fees based on various factors​
 ​specific to the plan, such as the amount of assets, the number of participants, and​
  ​the services we provide. We may base the fees on assets under management, a​
   ​fixed fee, or any other method that is agreed upon with the plan sponsors.​

​●​ ​Fund Management​

​ s noted above, Palisades Hudson acts as manager for several private equity​
A
​funds. Our management services have a separate, non-negotiable fee structure.​
 ​We charge an initial management fee of 1.00% on all capital committed to each​
  ​fund. In addition, we charge each fund an annual management fee calculated at​
   ​an annual rate of 1.25%.​

​ he funds pay us based on the capital commitments of each of the members. We​
T
​are paid the annual management fee semi-annually (half in January and half in​
 ​July), and the fee is prorated for short years.​

                                          ​7​

​ lients who invest in the funds and also use our investment advisory services are​
C
​not billed twice for their investment in the funds. Client commitments to the​
 ​funds are subtracted from their total assets under management before we​
  ​calculate their monthly management or reporting fees.​

​●​ ​Consulting​

​ alisades Hudson does not have a standard fee schedule for consulting services.​
P
​We negotiate any consulting fees with the client in advance, and they are​
 ​typically due before services are rendered.​

​Item 7 - Types of Clients​

​Palisades Hudson generally provides investment advice to:​

           ​​
           ●         I​ ndividuals​
           ​●​        ​Limited Partnerships and Limited Liability Companies​
            ​●​        ​Pension and profit sharing plans​
             ​●​        ​Trusts and estates​
              ​●​        ​Corporations or business entities​
               ​●​        ​Private investment funds​

​ e do not have requirements for opening or maintaining an account, such as a​
W
​minimum account size. Our minimum monthly fee is $416.67, which is​
 ​one-twelfth of $5,000, the minimum annual fee for active management services.​
  ​In certain situations Palisades Hudson may waive its minimum fee, which is a​
   ​flat dollar amount, and instead charge clients based on our schedule of fees.​
    ​Palisades Hudson retains the discretion to negotiate fees on portfolios larger than​
     ​$50 million.​

                                               ​8​

I​ tem 8 - Methods of Analysis, Investment Strategies and Risk of​
 ​Loss​

​ alisades Hudson uses a long-term investment strategy based on asset allocation​
P
​that is appropriate for a client’s investment goals and tolerance for short-term​
 ​volatility.​

​ alisades Hudson primarily uses open-end mutual funds and exchange-traded​
P
​funds to implement the investment strategies developed for its clients. We avoid​
 ​short-term trading and market timing strategies, which we believe are​
  ​counterproductive. We typically do not pick individual securities. However, we​
   ​will evaluate existing positions that clients place under the firm’s management to​
    ​determine whether or not these securities are appropriate given the client’s asset​
     ​allocation, investment strategy, and tax exposure. Each investment is selected in​
      ​accordance with the client’s target asset allocation.​

​ he material risk our clients face is market risk. Our portfolios are highly​
T
​diversified to limit exposure to any particular security, company, or industry. We​
 ​also diversify across asset classes to limit clients’ exposure to any particular part​
  ​of the market, such as international equities. However, clients’ portfolios are​
   ​exposed to broad market movements. Although we try to mitigate risk, investing​
    ​in securities involves risk of loss, which a client must be prepared to bear.​

​ e attempt to manage risk by investing in carefully researched securities, with​
W
​analysts monitoring each asset class and security. Palisades Hudson’s analysts​
 ​monitor each asset class we invest in, including:​

          ​​
          ●          ​ .S. large-cap equities​
                     U
          ​●​        ​U.S. small-cap equities​
           ​●​        ​International equities​
            ​●​        ​Real estate equities​
             ​●​        ​Natural resources equities​
              ​●​        ​Fixed-income securities and cash equivalents​
               ​●​        ​Alternative investments – private equity, hedge funds, etc.​

​ nalysts are supervised by a member of the Investment Committee. Our​
A
​Investment Committee, which is made up of Melinda Kibler, Rebecca Pavese,​
 ​Benjamin C. Sullivan, Thomas Walsh, Paul Jacobs and David Walters, reviews the​
  ​securities we invest in and any changes to our investment strategy.​

                                                  ​9​

​Additional Information – Methods of Analysis, Investment Strategies and Risk of Loss​

​ here may be occasions when the amount of a security available is insufficient to​
T
​satisfy every client account. In this situation, the security must be allocated on a​
 ​basis that is fair, reasonable and equitable to all clients.​

​ e take the following steps to allocate an insufficient quantity of securities to​
W
​satisfy all clients:​

   ​1.​ T ​ he suitability of the investment is considered. All clients should receive​
          ​pro-rata allocations if the investment is suitable for them. Suitability is​
           ​determined based on a number of factors, including the client’s​
            ​investment objectives and existing portfolio composition.​
    ​2.​ ​If the security is only available because of investments or investment​
             ​commitments made by a subset of clients, these clients will have the​
              ​opportunity to receive maximum allocations before other clients receive​
               ​any allocations. Such allocations will be made pro-rata.​