Potentia RIA LLC

ITEM 5: FEES AND COMPENSATION

A. FEE SCHEDULE

                          INVESTMENT MANAGEMENT SERVICES

Potentia will charge clients ongoing fees for investment management services based on the total
assets held in all household accounts under Potentia’s management. The investment management
fees are calculated as a percentage of the Client’s assets under management, including all cash and

other assets in the Account(s) (the “Account Value”). Legacy clients may be subject to a fee
schedule that differs from the below-stated fee schedule, based on the investment management
agreement signed at time of engagement.

Clients are generally billed in advance from their advisory accounts and will also have the option
for direct billing or flexible billing from another account, if applicable. The client’s first billing
cycle will be prorated based on the number of days the client’s account was opened and how much
money was funded into the account during their first quarter. For Clients billed in advance, upon
the termination of an account, any prepaid Investment management fees will be prorated according
to the days the account was opened during the billing period, and excess fees will be refunded to
the Client.

Fees due to Potentia are typically deducted by the custodian directly from the client’s account
under management and will be paid to Potentia as appropriate. Note: At LPL, Potentia may choose
a different billing cycle (e.g., February, May, August, November or March, June, September,
December); however, Potentia’s investment advisory fee will still be calculated using the last
valuation date in the 3-month period and billed in advance. The client will provide written
authorization permitting the fees to be paid directly from the account. Both Potentia’s IMA and
the custodial / clearing agreement authorize the custodian to debit the account for Potentia’s
investment management fees and to directly remit that fee to Potentia in compliance with
regulatory procedures.

Annual Advisory Fee (Non-Wrap):

Clients pay an annual advisory fee in advance on a quarterly basis between 2.0% and 0.6%. The
investment management fee charged is subject to negotiation with each client based on the client’s
characteristics and may differ from client to client. Lower fees for investment management
services may be available from other sources. NOTE: Under either a wrap or non-wrap account,
Potentia will charge an annual investment management fee based on a percentage of the assets to
be managed, unless other services and/or fee structure have been negotiated by the client and
Potentia. When managing a client’s account on a wrap fee basis, Potentia receives the balance of
the wrap fee after deducting the custodial transaction-based charges. The corresponding terms and
conditions pertaining to wrap fee account are discussed in Potentia’s Wrap Fee Program Brochure,
a copy of which is presented to all prospective clients considering a wrap fee account.

Custodial account and other service fees are not covered by the annual advisory fee in a non-wrap
account, including, but not limited to, mutual fund fees and exchange traded fund charges imposed
directly at the fund level (e.g., management fees and other fund expenses), margin interest, account
activity fees, and any fee associated with maintaining a retirement account charged by the
custodian of the qualified account. Additionally, for wrap accounts held at LPL the client will
incur investment-specific fees for foreign stocks transactions. See Other Fees and Payments below.

Fees for LPL Managed Programs:

Clients with assets in the MAS, MWP, and OMP Programs will also pay fees to other third parties,
such as a Portfolio Manager fee, and platform fee which typically ranges from 0.15% to 1% of
account assets per year. On occasion, a Portfolio Manager may agree not to receive a fee. Our

broker/custodians will charge you a flat dollar amount as a “prime broker” or “step-out” fee for
each trade that a Portfolio Manager executed by a different broker-dealer, but where the securities
bought, or the funds sold are settled into your account. These fees are in addition to the fee you
pay us. Clients are encouraged to review the disclosure brochures for selected third parties before
investing, for more information regarding the additional fees and expenses they will be paying.
Since Potentia began providing these services, it has had other fee structures in effect, which may
have been lower or higher, as the case may be, than that described above. As new fee structures
are put into effect, they are generally made applicable only to new Clients, and fees to existing
Clients are generally not affected.

The above fees are due quarterly and paid in advance. If the client does not receive this Brochure
at least forty-eight (48) hours prior to signing the IMA with Potentia, the client may terminate the
agreement within five (5) business days of signing the IMA without incurring any penalties. After
five (5) business days, you will receive pro-rata refund, which takes into account work we
completed on your behalf. You will incur charges for bona fide advisory services rendered to the
point of termination and such fees will be due and payable by you. Refunds will be given on a pro-
rata basis.

The client and Potentia may voluntarily terminate the engaged investment management services
for any reason with thirty (30) days’ notice to the other party. The date of receipt of the notice will
be the effective date of termination. Upon the termination of an account, any prepaid, investment
management fees will be prorated according to the days the account was opened during the billing
period, and unearned, prepaid fees will be promptly refunded to the Client.

                              FINANCIAL PLANNING SERVICES

Potentia’s Financial Planning Services are charged through a fixed fee or subscription fee
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ITEM 7: TYPES OF CLIENTS

Potentia generally provides financial and investment management services to high-net-worth
individuals, and individuals.

Potentia does not require an annual minimum fee or minimum asset level for investment advisory
services. Certain investment programs or investment products require annual minimum fees or
minimum asset levels for participation. Clients should thoroughly review disclosure materials or
relevant Form ADV Part 2A brochures and consult with their IAR about the implications of such
minimum requirements before investing in such programs or products.