Towneley Capital Management Inc

Item 5 Fees and Compensation
Towneley offers all services on a fee-only basis, which may include hourly and/or fixed fees, as well as fees based
upon assets under management. Our compensation comes solely from our clients; we do not receive any
compensation from third parties. Neither Towneley, nor any of its supervised persons, officers or employees,
accept compensation or other incentives for the sale of securities, including asset-based sales charges or service
fees from the sale of mutual funds.
Investment Advisory Fees for Charitable and Other Nonprofit Organizations
Towneley's annual fee for discretionary investment advisory services and the Fiduciary EdgeTM program is based
on a percentage of your assets under our management. Our fees are billed quarterly and paid in advance by
direct debit from your account which you agree to in writing.
Towneley's portfolio management system calculates the quarterly fee as described below.
The quarterly advisory fee is calculated on the average daily balance of the assets in your account as of the most
recently completed quarter or portion thereof. The average daily balance is determined by the sum of the end-
of-day account value for every day the account had value during the billing period, divided by the number of days
in the period the account had value. The following annual fee rate schedule is applied to the average daily
balance, and the resulting amount is divided by four to determine the fee for the upcoming quarter.
For accounts with an average daily balance up to $2,000,000, the fee rate applied is 1.00%.
For accounts with an average daily balance exceeding $2,000,000, additional fee rates are applied as follows:

    •   0.80% of the portion of the average daily balance between $2,000,000 and $5,000,000.
    •   0.60% of the portion of the average daily balance between $5,000,000 and $10,000,000.
    •   0.40% of the portion of the average daily balance between $10,000,000 and $20,000,000.
    •   0.30% of the portion of the average daily balance that exceeds $20,000,000.
New charitable and nonprofit organization accounts with an average daily balance below $500,000 are charged a
flat quarterly fee of $1,250, not to exceed 0.50% of the average daily balance of the account per billing period.
Our advisory fee is negotiable at our discretion.
Fiduciary EdgeTM Program Fees
If deemed appropriate in our discretion, Towneley may offer its Fiduciary EdgeTM program to charitable nonprofit
corporations that are not our investment management clients. Towneley's fees for this program are negotiable
but generally begin at $2,500 on a flat-fee basis depending upon the level and scope of the services provided,
payable upon completion of the agreed services.
Investment Advisory Fees for Trusts
Towneley's annual fee for discretionary investment management of trust assets varies from 0.30% up to 1.00% of
the total assets under management. Our advisory fee is negotiable at our discretion, depending on the nature
and size of the trust, the needs of the trustees and beneficiaries, and other unique circumstances.
Investment Advisory Fees for Private Clients
Towneley's fee for discretionary investment advisory services is based on a percentage of your assets under our
management. Our advisory fees are billed quarterly and paid in advance, usually by direct debit from your
account which you agree to in writing. Towneley's portfolio management system calculates the quarterly fee as

described below.
The quarterly advisory fee is calculated on the average daily balance of the assets in your account as of the
most recently completed quarter or portion thereof. The average daily balance is determined by the sum of the
end-of-day account value for every day the account had value during the billing period, divided by the number
of days in the period the account had value. The following annual fee rate schedule is applied to the average
daily balance, and the resulting amount is divided by four to determine the fee for the upcoming quarter.
For accounts with an average daily balance up to $2,000,000, the fee rate applied is 1.00%.
For accounts with an average daily balance exceeding $2,000,000, additional fee rates are applied as follows:
    •   0.80% of the portion of the average daily balance between $2,000,000 and $5,000,000.
    •   0.60% of the portion of the average daily balance between $5,000,000 and $10,000,000.
    •   0.40% of the portion of the average daily balance between $10,000,000 and $20,000,000.
    •   0.30% of the portion of the average daily balance that exceeds $20,000,000.
New private client accounts with an average daily balance below $500,000 are charged a minimum quarterly
fee of $1,250, not to exceed 0.50% of the average daily balance of the account per billing period. Our advisory
fee is negotiable at our discretion.
Financial Planning and Consulting Fees
Towneley provides financial planning and consulting services (including advice about investments and non-
investment related matters) on a stand-alone, separate fee basis. Towneley's stand-alone financial planning and
consulting fees are negotiable but generally begin at $5,000 on a flat fee basis depending upon the level and
scope of the services required, and the professionals rendering the services. Towneley also provides hourly
financial planning and/or consulting services. The hourly charge for these services will range from $250 to $500
depending upon the level and scope of the services required and the professionals rendering the services. Fees for
stand-alone financial planning services are payable as invoiced. For ongoing financial planning and consulting
arrangements, we charge a flat fee of $1,250 per quarter, payable in arrears. Financial planning and consulting
fees are negotiable at our discretion.
Investment Advisory Fees for Qualified Retirement Plan Sponsors
The fee-paying arrangement for retirement plan consulting and asset management services is determined on a
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Item 7 Types of Clients
We have the following types of clients: Nonprofit and charitable organizations, individuals, high net worth
individuals, trusts, estates, pension and profit-sharing plans, insurance companies, corporations and other
business entities.