Regents Partners LLC

Item 5: Fees and Compensation

A. Fee Schedule

Portfolio Management Fees

        Total Assets Under Management          Annual Fees
        All Assets                             1.00%

The advisory fee is calculated using the value of the assets in the Account on the last
business day of the prior billing period.

These fees are generally negotiable, and the final fee schedule will be memorialized in
the client’s advisory agreement. Clients may terminate the agreement without penalty
for a full refund of RPL's fees within five business days of signing the Investment
Advisory Contract. Thereafter, clients may terminate the Investment Advisory Contract

immediately upon written notice.

Performance-Based Portfolio Management Fees

                            Annual Management Fee      Annual Performance Fee
         Total Assets
                             (on all assets managed)   (on capital appreciation)
         All Assets                 2.00%                      20.00%

Qualified Clients will pay an annual fee of 2%of assets under management along with a
20% performance fee based on capital appreciation. RPL will receive the 2% management
fee, and the general partner of the fund will receive the 20% performance-based fee. If the
portfolio rises in value, then the client will pay 20% on that increase in value, but if the
portfolio drops in value, then the client will not incur a new performance fee until the
portfolio reaches the last highest value, adjusted for withdrawals and deposits, which is
generally known as a “high water mark.”

 B. Payment of Fees

Payment of Portfolio Management Fees

Asset-based portfolio management fees are withdrawn directly from the client's accounts
with client's written authorization on a quarterly basis. Fees are paid in advance.

Payment of Performance-Based Fees

Performance-based fees are withdrawn directly from the client’s accounts with client’s
written authorization. Fees are paid quarterly.

C. Client Responsibility For Third Party Fees

Clients are responsible for the payment of all third-party fees (i.e., custodian fees,
brokerage fees, mutual fund fees, transaction fees, etc.). Those fees are separate and
distinct from the fees and expenses charged by RPL. Please see Item 12 of this brochure
regarding broker-dealer/custodian.

D. Prepayment of Fees

RPL collects fees in advance. Refunds for fees paid in advance but not yet earned will be
refunded on a prorated basis and returned within fourteen days to the client via check or
return deposit back into the client’s account.

For all asset-based fees paid in advance, the refunded fee will be equal to the balance of
the fees collected in advance minus the daily rate* times the number of days elapsed in
the billing period up to and including the day of termination. (*The daily rate is calculated
by dividing the annual asset-based fee rate by 365.)

       E. Outside Compensation For the Sale of Securities to Clients

       Neither RPL nor its supervised persons accept any compensation for the sale of
       investment products, including asset-based sales charges or service fees from the sale of
       mutual funds.

       Certain supervised persons may receive consulting fees for estate planning services
       provided to clients. This compensation is separate from advisory fees charged by the
       Firm.

Item 7: Types of Clients

RPL generally provides advisory services to the following types of clients:

       ❖       Individuals
       ❖       High-Net-Worth Individuals
       ❖       Pooled Investment Vehicles
       ❖       Charitable Organizations
       ❖       Corporations or Business Entities

There is no account minimum for any of RPL’s services.