Ryan Poage & Co LLC

Item 5. Fees and Compensation
         RP&C offers its services on a fee basis, which may include fixed fees, as well as fees based upon assets
         under management. Additionally, certain of RP&C’s Supervised Persons, in their individual capacities,
         may offer securities brokerage services and insurance products under a commission arrangement.

         Financial Planning and Consulting Fees

         RP&C charges a fixed fee for financial planning and consulting services. These fees generally range
         from $250 to $1,000, but can be as much as $15,000, depending upon the level and scope of the
         services and the professional rendering the financial planning and/or the consulting services.

         Prior to engaging RP&C to provide financial planning and/or consulting services, the client is required to
         enter into a written agreement with RP&C setting forth the terms and conditions of the engagement.
         Generally, RP&C requires one-half of the financial planning/consulting fee payable upon entering the
         written agreement. The balance is generally due upon delivery of the financial plan or completion of the
         agreed upon services.

         Investment Management Fee

         RP&C provides investment management services for an annual fee based upon a percentage of the
         market value of the assets being managed by RP&C. For those interested clients, these investment
         management services include basic financial planning services.         More extensive financial planning
         services are provided separately and subject to the fees and conditions described in Items 4 and 5 above.

         RP&C’s annual fee is exclusive of, and in addition to brokerage commissions, transaction fees, and other
         related costs and expenses which are incurred by the client. RP&C does not, however, receive any
         portion of these commissions, fees, and costs. RP&C’s annual fee for assets in brokerage accounts is
         prorated and charged monthly, in advance, based upon the market value of the assets being managed by
         RP&C on the last business day of the previous month. RP&C’s annual fee for accounts held directly at a
         mutual fund company is prorated and charged quarterly, in arrears, based upon the average daily net
         asset value of assets invested in shares of the funds during the quarter. RP&C’s annual fee for variable
         annuity accounts held directly at an insurance company is prorated and charged monthly, in arrears,
         based upon the average daily net asset value of assets invested in the annuity during the month.

         The firm's fees for investment management services vary depending on the complexity of a client's
         circumstances, services provided, and the nature and total dollar value of assets managed for the client.
         The maximum annualized management fee is determined on a case-by-case basis according to these
         criteria, among others, but will not exceed 2.00%. The fees are negotiable at RP&C’s sole discretion.

         Ryan Poage & Co. Disclosure Brochure

         Fees Charged by Financial Institutions

         As further discussed in response to Item 12 (below), RP&C generally recommends that clients utilize the
         brokerage and custody services of Charles Schwab & Co., Inc. (Schwab) and Interactive Brokers Group
         (“IBG”) for investment management accounts. RP&C participates in the institutional customer programs
         offered by Charles Schwab & Co., Inc. and Interactive Brokers Group. Schwab and IBG are members
         FINRA/SIPC. Schwab and IBG offer to independent investment advisors services which include custody
         of securities, trade execution, clearance and settlement of transactions. RP&C receives some benefits
         from Schwab and IBG through its participation in the programs.

         RP&C may only implement its investment management recommendations after the client has arranged
         for and furnished RP&C with all information and authorization regarding accounts with appropriate
         financial institutions. Financial institutions include, but are not limited to Schwab, IBG, and any other
         broker-dealer recommended by RP&C, broker-dealer directed by the client, trust companies, banks,
         mutual fund companies, insurance companies, etc. (collectively referred to herein as the “Financial
         Institutions”).

         Clients may incur certain charges imposed by the Financial Institutions and other third parties such as
         custodial fees, charges imposed directly by a mutual fund or ETF in the account, which are disclosed in
         the fund’s prospectus (e.g., fund management fees and other fund expenses), 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.        Additionally, for assets outside of any wrap fee
         programs, clients may incur brokerage commissions and transaction fees.          Such charges, fees and
         commissions are exclusive of and in addition to RP&C’s fee.

         RP&C’s Agreement and the separate agreement with any Financial Institutions generally authorize RP&C
         to debit the client’s account for the amount of RP&C’s fee and to directly remit that management fee to
         RP&C. Any Financial Institutions recommended by RP&C have agreed to send a statement to the client,
         at least quarterly, indicating all amounts disbursed from the account including the amount of management
         fees paid directly to RP&C. Additionally, for clients residing in Colorado, RP&C will send the client an
         invoice specifying and itemizing the management fee.

         Fees for Management During Partial Months or Quarters of Service
...

Item 7. Types of Clients
          RP&C provides its services to individuals, pension and profit sharing plans, trusts, estates, charitable
          organizations, corporations and business entities.

          Minimum Fees or Account Size

          RP&C generally requires a minimum portfolio size of $100,000 but does not charge a minimum annual
          fee. In its sole discretion, RP&C may accept clients with smaller portfolios based upon certain criteria,
          including anticipated future earning capacity, anticipated future additional assets, dollar amount of assets
          to be managed, related accounts, account composition, pre-existing client, account retention, and pro
          bono activities. The firm only accepts clients with less than the minimum portfolio size if, in its the sole
          opinion, the smaller portfolio size will not cause a substantial increase of investment risk beyond the
          client’s identified risk tolerance. RP&C may aggregate the portfolios of family members to meet the
          minimum portfolio size.

          Ryan Poage & Co. Disclosure Brochure