St James Investment Advisors LLC

Item 5 - Fees and Compensation
Clients pay St. James an annual fee based on the client’s assets under management.
Fees are paid quarterly, in advance or in arrears, based on the market value of the account on the last trading day of
the previous quarter. For the initial billing cycle, of accounts billed in advance, the fee is calculated based on the
number of days the account was managed during the quarter in which it was funded. Fees for partial quarters are
prorated based on the number of days the client’s account was open during the quarter. Clients understand that account
assets invested in shares of mutual funds, Electronically Traded Funds (“ETFs”), or other investment companies
(“funds”) are subject to additional fees and expenses, as set forth in the prospectuses of those funds, paid by the funds
but ultimately borne by the client.
St. James’ typically deducts the fee directly from each account, but a client may request another method of payment.
With regard to ERISA accounts, fees are deducted directly from the Plan account.
Refunds of fees may be available upon cancellation of the Investment Advisory Agreement. Upon termination, clients
will receive a pro-rata refund of the portion of any prepaid advisory fees that have yet to be earned by St. James, unless
the account is terminated within 10 business days of the end of a quarter. In that instance, St. James will keep the
remaining fee to cover administrative costs of closing the account. Refund of fees are issued to the account custodian
for deposit into the client’s account.
Fees are negotiable at St. James’ discretion. St. James’ investment management fees are typically structured as follows:

Advised (Direct) Accounts:

Standard Tiered Fee Schedule
         Portfolio Value                                                   Maximum Annual Fee
         $1 - $49,999.99 (First $49,999.99)                                0.70%
         $50,000 - $99,999.99 (Next $49,999.99)                            0.60%
         $100,000 +                                                        0.50%
Standard Linear Fee Schedule
         Portfolio Value                                                   Maximum Annual Fee
         Aggressive Portfolio, Growth Portfolio,                           0.75%
         Moderate Portfolio, Conservative Portfolio
         Balanced Portfolio                                                0.65%
         High Dividend Yield Portfolio                                     0.65%
         All Cap Equity Portfolio                                          0.65%

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Institutional Clients with Sub-Advised Accounts and Separately Managed/Unified Management Accounts:

        All Portfolio Values                                               Maximum Annual Fee
                                                                           0.60%
St. James offers portfolio management services to Institutional Clients to include independent registered investment
advisers and broker-dealers. Clients pay this fee, quarterly, in arrears or advance. St. James calculates these fees and
debits the Institutional client’s account directly. Institutional relationships vary, and, in some cases, the institutional
advisor retains sole billing authority and pays St. James directly from the management fees it receives. When St. James
renders investment management services on behalf of a client for a period less than a calendar quarter, St. James will
prorate the fee based on the number of days the client’s assets were managed during the calendar quarter, unless an
account is terminated after the 25th of the last month of the quarter. In that instance, the account will be billed for the
full quarter. Accounts are marked closed when the Adviser confirms termination. Upon termination, clients will receive
a pro rata refund of the portion of any prepaid fees that have not yet been earned by St. James, based on the number of
days remaining in the quarter. St. James receives a maximum annual fee of 0.60% on the assets it manages. The fee is
negotiable based on the type of services provided, the type of account(s) being managed, the custodial arrangements,
the total assets under management from related accounts, and the size of the assets managed on behalf of the organization
utilizing St. James.

Other Fees:
While St. James only charges advisory fees as described above, clients will have other expenses such as mutual fund
and ETF fees, custodial fees, transaction fees, account maintenance fees, trading commissions, brokerage fees and other
fees not described here.

Item 7 - Types of Clients
St. James generally provides advisory services to private individuals, trusts and estates, corporations, pension and profit-
sharing plans, retirement plans and other investment advisers. St. James requires that separately managed accounts
under the High Dividend Yield, All Cap Equity, and Balanced Portfolios have a minimum of $100,000 in total asset
value to be managed, and accounts under the Aggressive, Growth, Moderate, and Conservative Portfolios have a
minimum of $50,000. Exceptions may be made in certain situations.

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