Timbuktu Capital Management LLC

FEES AND COMPENSATION (Item 5)

Advisory Fees
    We earn fees and compensation by preparing comprehensive plans, consulting with clients regarding specific financial matters,
    recommending portfolio management strategies, handling specific business-related matters, and hosting educational seminars.
    Our fees for services are as follows:
    1.    Fees for Comprehensive Financial Plans
    Our fees for written financial plans are assessed at one-time fixed fees of $1,850 to $7,850. We review each client’s particular
    financial situation (i.e., complexity, breadth, and magnitude) to determine if the financial planning matters are fundamental,
    moderately complex, or exceedingly complex. Fees will be assessed at the most beneficial structure based on the client’s needs,
    the scope of services, complexity of the financial plan. Upon engagement, clients whose financial situation is moderately
    complex, or exceedingly complex will be provided a best-efforts fee estimate for agreement and acceptance. Our fees for
    preparing financial plans are negotiable. The final fee is outlined in our financial planning agreement. Final financial plans are
    delivered within four (4) months of commencing services.
    2. Fees for Financial Planning Consultations
    Our fees for financial planning consultations regarding modular topics are assessed at rates of $250 to $385 per hour (min. 1
    hour). The hourly rate is based on the client’s needs, the number of financial planning matters to be addressed, and/or the
    frequency of the consultative sessions. Our hourly rates are negotiable. The final rate is outlined in our financial planning
    agreement.
    California Clients - Please Note: Acting in dual capacities and receiving compensation as such creates conflicts of interest
    or may give the perception of conflicts of interest. Clients retain absolute discretion over implementation decisions and are free
    to accept or reject any financial planning recommendation by Timbuktu Capital Management. If a client elects to implement
    the recommendations of Timbuktu Capital Management, such recommendations may be implemented by any professional
    advisor of personal choosing. (CCR 260.235.2)
    3. Fees for Portfolio Management Services
    Our fee schedule for portfolio management services is as follows:

                                      Assets Under Management                Max. Annual Rate
                                          $250,000 to $499,999                         .90%

                                                                                                 Timbuktu Capital Management, LLC
                                          $500,000 to $999,999                         .85%
                                        $1,000,000 to $4,999,999                       .75%
                                        $5,000,000 to $14,999,999                      .60%
                                       $15,000,000 to $39,999,999                      .45%
                                          $40,000,000 or more                       Negotiable
                                               Sample Advisory Fee Calculation
                                                  Portfolio Value of $1,000,000
                                                       $1,000,000 @.75%
                                        Quarterly Fees of $1,875 | Annual Fees of $7,500
    Our fee schedule for portfolio management services is negotiable. The final fee is outlined in our investment management
    agreement. Please also review Item 7, Types of Clients, for details regarding our minimum investment requirement.
    California Clients - Please Note: All fees charged by Timbuktu Capital Management are reasonable in light of our experience
    and expertise and the level of sophistication of investment clients. Lower fees for comparable services may be available from
    other sources. (CCR 260.238(j))
    4. Fees for Corporate Financial Management Consultations
    Corporate financial management consulting fees are project-based fixed fees ranging from $5,000 to $25,000 per engagement. Fees
    vary based on an evaluation of a client’s needs, the scope of services, the size of a client’s organization, and the complexity of a
    client’s business finances. Our fixed fees are negotiable, and the final fee is outlined in our engagement agreement.
    5. Educational Seminars
    Fees for educational seminars are typically at a flat fee or per person rate ranging from $200 and up. The flat fee is determined
    by the location of the seminar, the number of anticipated attendees, and the length of the presentation. Educational seminars
    may also be offered through online services and conducted as webinars.

Billing Procedures
    Our billing procedures for advisory services are as follows:
    1.    Billing for Comprehensive Financial Plans
    Upon engagement to prepare a comprehensive financial plan, we provide clients with a fixed-fee advisory fee estimate based on
    the anticipated services. Upon the client’s acceptance of the estimate, a non-refundable deposit of fifty percent (50%) of the fee
    is due to us before commencing services. The remaining balance is due and payable upon delivery of the initial financial plan
    summary. Upon delivery of the initial financial plan summary, we will provide a final advisory fee invoice that delineates the
    remaining balance due for services. Advisory fee invoices are transmitted to clients, either in person, electronically, or by mail,
    and payment is due as indicated on the invoice (typically upon a client’s receipt). Clients pay invoices by check or any electronic
    funds transfer service available through our firm.
    2. Billing for Financial Planning Consultations
    We provide clients with an advisory fee estimate for hourly financial planning consultation services. Upon the client’s acceptance
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TYPES OF CLIENTS (Item 7)

    We provide investment advice to individuals, high net worth individuals, families, corporations, trusts, estates, and other
    businesses.
    Our firm requires a minimum asset or investment value of $250,000 to implement portfolio management services. Nonetheless,
    we reserve the right to waive the minimum investment requirement based on other criteria that we deem pertinent (e.g.,
    preexisting relationships, related accounts, the anticipation of additional assets within the next twelve (12) months, etc.).
    Therefore, there may be clients whose investment values are less than the stated minimum investment value.
METHODS OF ANALYSIS, INVESTMENT STRATEGIES, AND RISK OF LOSS (Item 8)

Methods of Analysis and Investment Strategies
    We generally utilize fundamental analysis methodologies, technical indicators, and Modern Portfolio Theory to analyze
    investments. Our primary sources of information include, but are not limited to, research materials, an inspection of corporate
    activities, financial newspapers and magazines, annual reports, prospectuses, and corporate press releases.
    Fundamental analysis consists of calculating financial ratios and reviewing cyclical trends of industries in conjunction with
    monetary policy indicators to assess the overall performance and profitability of markets and companies.
    Technical analysis relies on assessing trends in current market conditions to interpret future price trends of a company or market
    index. We use charts, moving averages, and trading volumes to formulate and implement investment strategies based on this
    type of analysis.
    Modern Portfolio Theory assumes that investors are risk-averse, meaning that given two portfolios that offer the same expected
    return, investors will prefer the less risky one. Thus, an investor will take on increased risk only if compensated by higher
    expected returns. Conversely, an investor who wants higher expected returns must accept more risk. The exact trade-off will be
    the same for all investors, but different investors will evaluate the trade-off differently based on individual risk aversion
    characteristics. The implication is that a rational investor will not invest in a portfolio if a second portfolio exists with a more
    favorable risk-expected return profile – i.e., if, for that level of risk, an alternative portfolio exists that has better than expected
    returns.
    Our portfolio management strategies encompass allocating holdings across proportions of major asset classes. The asset classes
    are equities, mutual funds, fixed income, and cash equivalents. We typically utilize mutual funds, exchange-traded funds, and
    fixed income securities as investment vehicles for long-term growth and income. We may also include advanced trading and
    hedging strategies that include but are not limited to short-term trading, margin transactions, and the use of options writing
    strategies such as long calls, long puts, and covered calls. These advanced trading and hedging strategies have more significant
    risks and costs (such as brokerage transaction costs and underlying tax implications) that, in due course, can affect performance
    and returns.

Material Risks of Methods of Analysis and Investment Strategies
    Although we utilize conventional investment analysis methods and strategies, there are risks related to investing in securities.
    Our firm uses fundamental analysis methods that measure the risks of companies by formulating assumptions based on historical
    financial representations. Although we use valid data sources, examine expense ratios, review return and risk ratings extensively,
    refer to economic indicators, review the implications of monetary policy, and consider management team tenure, our strategies
    are implemented due to assumptions derived from historical analysis data. The results of investment strategies derived from this
    analysis method are not guaranteed, and the past performance of an investment is not indicative of future financial returns.

                                                                                             Timbuktu Capital Management, LLC
INVESTING IN SECURITIES INVOLVES A RISK OF LOSS THAT CLIENTS SHOULD BE PREPARED TO
BEAR.
Clients should know that all securities and/or investment strategies have various risks. While it is impossible to name all
potential risks associated with our specific methods of analysis and investment strategies, some risks are as follows:
•   General Market Risk. Markets fluctuate, as a whole, up or down on various news releases or for no apparent reason. This
    uncertainty means that, at times, the price of specific securities could go up or down without clear, discernible reason and
    may take some time to recover any lost value. Adding additional securities may not minimize this risk since all securities may
    be affected by market fluctuations. Market fluctuations will ultimately affect a client’s portfolio holdings.
•   Inflation Risk. The risk that develops when any type of inflation is present, and a dollar will be worth more today than a
    dollar next year, because purchasing power is eroding at the rate of inflation. Inflation risk can affect the value of a client’s
    investment assets. Inflation risk can also impact companies by increases in costs associated with operations, thereby
    impacting profitability.
•   Interest Rate Risk. Changes in interest rates will affect the value of investment holdings invested in fixed income
    securities. The value of fixed income securities is more inclined to decrease as interest rates increase. This decrease in value
    may not be offset by income from new investments or other investment holdings. Interest rate risk is generally greater for
    fixed income securities with longer maturities.
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