Statetrust Capital LLC

Fees and Compensation

   A. Fees for discretionary and non-discretionary accounts:

      Fixed Income: 0.8% - 1.5% of assets managed for the specific client, on a per annum
      basis, charged quarterly in advance. The advisor negotiates with each client
      individually to set the percentage within the above range, depending on specific
      conditions that include the size of the account, the type of account, the discretionary
      or non-discretionary nature of the management, etc.

      Equity Accounts: 1.8% - 2.4% of assets managed for the specific client, on a per
      annum basis, charged quarterly in advance. The advisor negotiates with each client
      individually to set the percentage within the stated range, depending upon specific
      conditions that include the size of the account, the type of the account, the
      discretionary or non-discretionary nature of the management, etc.

   B. Investment advisory fees are deducted from clients’ accounts by the clearing firm.
      Clients are not billed for these services; they are charged automatically. Clients do
      not have the option to choose a billing method and the fees are deducted on a
      quarterly basis.

   C. When applicable, any fees charged by the external money managers are already
      included in the overall asset-based fee established with the client.

      Except for WRAP accounts, where the client pays one fee to cover applicable
      commission and transaction fees, the Firm’s fees are exclusive of brokerage
      commissions, transaction fees, and other related costs and expenses which will
      be incurred by the client. Clients will incur certain charges imposed by custodians,
      brokers, third party investment and other third parties such as fees charged by
      managers, custodial fees, deferred sales charges, odd-lot differentials, transfer
      taxes, wire transfer, electronic fund fees, and other fees and taxes on brokerage
      accounts and securities transactions. Mutual funds and exchange traded funds will
      also charge internal management fees, which are disclosed in the fund’s prospectus.

      Such charges, fees, and commissions, including those charged by the affiliated
      broker/dealer are exclusive of, and in addition to, the Firm’s fee, and StateTrust
      Capital, LLC. shall not receive any portion of these commissions, fees, and costs.
      Please refer to the “Brokerage Practices” section of this brochure where this is
      discussed in more detail.

   D. Client must pay advisory fees in advance. The advisory agreement continues in
      effect until terminated by either the client or the advisor. Termination of an advisory
      agreement is effective within ten (10) days of receipt of written notice of
      cancellation of services by either party to the agreement. In the case of early
      termination of the agreement, a pro-rated refund of fees that were paid in advance
      of the quarter’s end, minus any administrative costs shall be allowed.

   E. The Firm’s investment advisors receive compensation from sale of securities or
      investment products. Clients do, however, have the option to purchase
      investment products recommended by StateTrust Capital, LLC. through other
      broker/dealers not affiliated with StateTrust Capital, LLC. The Firm does not charge
      commission in addition to advisory fees. [see paragraph F]

   F. In the case of fixed income managed accounts, in addition to the advisory fee
      charged by StateTrust Capital, LLC. the broker/dealer charges a flat fee per
      transaction of $58 of which, $48 is paid to the investment advisor and $10 remains
      with the broker/dealer. This fee is disclosed in the trade confirmation provided
      to clients.

Types of Clients

StateTrust Capital, LLC provides portfolio management services to individuals who are
U.S. and non-U.S. citizens or residents, high net worth individuals, personal holding
companies, other U.S., and international institutions. The requirements for opening and
maintaining an account is a minimum of $100,000. In certain cases, an exception could be
granted for amounts below this $100,000 threshold.