Smith & Co Advisory LLC

Item 5: Fees and Compensation

A. Fee Schedule

Portfolio Management Fees

        Total Assets Under Management              Annual Fees
        $0 - $500,000                              1.25%

        $500,001 - $1,000,000                      1.00%

        $1,000,001 - $2,000,000                    0.90%

        $2,000,001 - $5,000,000                    0.80%

        $5,000,001 – And Up                        0.70%

SCA uses the value of the account as of the last business day of the billing period, after
taking into account deposits and withdrawals, for purposes of determining the market
value of the assets upon which the advisory fee is based.

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 SCA's fees within five business days of signing the Investment Advisory
Contract. Thereafter, clients may terminate the Investment Advisory Contract generally
with 30 days' written notice.

Selection of Other Advisers Fees

SCA may direct clients to third-party investment advisers through Fidelity and/or
Charles Schwab. Clients pay the standard fee and the third-party investment adviser fees
are deducted from the fee. The fees shared are negotiable and will not exceed any limit
imposed by any regulatory agency. The notice of termination requirement and payment
of fees for third-party investment advisers will depend on the specific third-party adviser
selected.

Financial Planning Fees

Fixed Fees

The negotiated fixed rate for creating client financial plans is between $1,500 and $15,000.

Clients may terminate the agreement without penalty, for full refund of SCA’s fees, within
five business days of signing the Financial Planning Agreement. Thereafter, clients may
terminate the Financial Planning Agreement generally upon written notice.

Pension Consulting Services Fees

Asset-Based Fees for Pension Consulting

        Total Assets Under Management          Annual Fee
        All Assets                             Up to .50%

The advisory fee is calculated using the value of the assets 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 fee or penalty within five business days of
signing the Investment Advisory Contract. Thereafter, clients may terminate the pension
consulting agreement generally with 30 days' written notice.

Administrative Trust Services Fees

There is a minimum fee of $2,500 for administrative trust services. SEC regulations
require an independent custody audit for all trust services executed by SCA. This is a
separate fee and will be charged independently of the below administrative fee schedule.
Principal and income accounting (if required) and tax preparation fees are also charged
independently of the below administrative fee schedule. These separate charges can often
be determined in advance and disclosed prior to engagement.

Brokerage assets are valued based on the fair market value as reported on the first day of
the quarter. Real estate and other hard-to-value assets are valued based on reasonable
methods (per asset type and characteristics) and constant for the balance of the year. An
annual assessment of value will be conducted as or when appropriate.

        Total Assets Under Management          Annual Fee
        First $5,000,000                       0.28%

        Total Assets Under Management          Annual Fee
        Next $5,000,000                        0.22%

        More than $10,000,000                  Negotiable

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 arrears.

Payment of Financial Planning Fees

Financial planning fees are paid via check, wire, credit card.

Fixed financial planning fees are paid 50% in advance, but never more than six months in
advance, with the remainder due upon presentation of the plan.

Payment of Pension Consulting Fees

Asset-based pension consulting fees are withdrawn directly from the client's accounts
with client's written authorization on a quarterly basis.

Payment of Administrative Trust Services Fees

Administrative trust services fees are charged quarterly (1/4 of the total fee) at the
beginning of each quarter. Fees may be paid by check, ACH or third-party credit card
processor.

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 SCA. Please see Item 12 of this brochure
regarding broker-dealer/custodian.

D. Prepayment of Fees

SCA collects certain fees in advance and certain fees in arrears, as indicated above.
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.

       Fixed fees that are collected in advance will be refunded based on the prorated amount of
       work completed at the point of termination.

       E. Outside Compensation For the Sale of Securities to Clients

       Brad R. Smith is licensed as an insurance agent and in this role accepts compensation for
       the sale of insurance products to SCA clients. This creates a conflict of interest. Please see
       Item 10 below for more information.

Item 7: Types of Clients

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

       ❖      Individuals
       ❖      High-Net-Worth Individuals
       ❖      Pension and Profit Sharing Plans

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