Smith Shellnut Wilson LLC

Item 5 – Fees and Compensation

General Fee Information

Adviser offers investment advisory services on a fee-based basis subject to the fee schedule
on the following page. All fees are negotiable and are based upon the size and complexity
of the assets under management.

        Assets Under Discretionary Management              Annual Fee
         First $1,000,000                                     1.5%
         Next $3,000,000                                     1.25%
         $4 million and above                                 1.0%

For non-discretionary accounts, the fees are generally lower depending on the type of
services provided and the complexity of the assets under management. Again, all fees are
negotiable.

The annual fee is based upon a percentage of the market value of the assets being advised
by SSW and is exclusive of, and in addition to, brokerage commissions, transaction fees,
charges imposed directly by a mutual fund or exchange traded fund in the account and
other fees and taxes on brokerage accounts and securities transactions. Adviser’s fee is
paid quarterly, in arrears, based upon an average of the month-end balances from the
previous quarter. Fees for the initial quarter will be adjusted pro-rata based upon the
number of calendar days in the calendar quarter that the Advisory Agreement is in effect.
On a limited basis, in certain cases where actively-traded market values are not attainable,
other market and non-market inputs are used in valuing assets.

SSW’s Agreement with client may authorize Adviser to debit the client’s account for the
amount of Adviser’s fee or the client may request to be invoiced directly. Quarterly
statements provided to you by the custodian will reflect the amount disbursed from the
account for management fees paid directly to SSW.

For certain clients, SSW will offer a fixed-fee arrangement for investment management
services. SSW may also impose a minimum annual fee for some clients at its discretion.

Subject to client’s right to terminate the agreement with Adviser within five (5) business
days after execution, the client agreement will continue in effect until terminated by either
party with 30 days advance written notice. SSW’s annual fee shall be prorated through the
date of termination and any remaining balance shall be charged or refunded to the client,
as appropriate, in a timely manner.

As noted in Item 4, SSW may recommend a client utilize an unaffiliated investment
manager for all or a portion of a client’s investment portfolio. In these cases, the client will
be required to authorize and enter into an investment advisory agreement with the
independent manager, and the terms of such fee arrangements will be included in the

independent manager’s disclosure brochure and applicable contract[s] with the
independent manager.

The fee conditions for retirement plan advisory services are the same as SSW’s investment
advisory service fees. However, some may be billed monthly. If billed monthly, fees will be
billed in advance rather than in arrears.

Fees for financial planning and consulting services are billed quarterly as services are
rendered and the annual fee is billed in equal quarterly payments. These services are
provided based on fixed-dollar fees individually negotiated with the client depending on
the type of services requested. All fees are negotiable. If services are terminated within five
(5) business days of executing the agreement, services will be terminated without fees due
SSW. If services are terminated after the initial five‐day period, any fees will be charged at
$200 per hour for time allocated to the project and billed to client.

Fees for bank consulting, outsourced CFO, asset-liability management, CECL validation, and
related consulting services are separate from fees charged for investment advisory
services. Depending on the engagement, fees may be charged on a fixed monthly retainer,
hourly, or project basis as set forth in the client's consulting agreement. Such fees are not
based upon the value or performance of client assets under management and are payable
regardless of whether the client elects to engage SSW for investment advisory services.

Mutual Fund Expenses

Generally, mutual fund companies impose management fees and other expenses on clients.
Such fees are in addition to any costs associated with SSW investment advisory services
described above. Complete details of such internal expenses are specified and disclosed in
each mutual fund company’s prospectus. Clients are hereby strongly advised to review the
prospectus(es) prior to investing in such securities. SSW may recommend and/or purchase
“no-load” or “load-waived” mutual funds for client accounts. In some cases, clients may
purchase shares of mutual funds directly from the mutual fund issuer, its principal
underwriter or a distributor without purchasing the services of SSW or paying the advisory
fee on such shares (but subject to any applicable sales charges). Certain mutual funds are
offered to the public without a sales charge. In the case of mutual funds purchased directly
by a client and offered with a sales charge, the prevailing sales charge (as described in the
mutual fund prospectus) may be more or less than SSW’s applicable advisory fee.
However, in the case of such self-directed investments and accounts, clients would not
receive the investment adviser representative’s assistance in developing an investment
strategy, selecting securities, monitoring performance of the account, and making changes
as necessary. SSW will select, recommend and/or retain mutual funds on a fund-by-fund
basis. Due to specific custodial and/or mutual fund company constraints, material tax
consideration, and/or systematic investment plans, SSW will select, recommend and/or
retain a mutual fund share classes that do not have trading costs when possible. These will
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Item 7 – Types of Clients

SSW provides portfolio management services to individuals, high net worth individuals,
corporate entities, profit-sharing and retirement plans, charitable institutions, foundations,
endowments, municipalities, trust programs, financial institutions, insurance companies
and other U.S. institutions. Minimum account size is $1,000,000; however, SSW reserves
the right to waive minimum account size at its sole discretion.