Turner Investments LLC

Item 5. Fees and Compensation

Turner negotiates an advisory fee for its services.

A complete explanation of the expenses charged by funds is contained in each fund’s
prospectus and statement of additional information on file with the U.S. Securities and
Exchange Commission (“SEC”).

In addition, Turner may have other fee structure arrangements with registered investment advisers
and/or broker dealers, where these entities provide reports and other services to clients. Turner
has in the past entered into numerous relationships as investment sub-adviser to various third-
party sponsored registered investment companies and unregistered commingled funds.

Certain of the sub-advisory accounts Turner manages pay a base investment sub-advisory fee
that may be adjusted depending on the account’s performance relative to a stated benchmark in
accordance with applicable legal and regulatory requirements.

Turner also serves as adviser to pension and profit sharing plans, other pooled investment
vehicles, state and municipal government entities, among others. Turner may advise clients
who are not themselves investors, such as providers of information services or financial
institutions.

Turner participates in a limited number of arrangements where it provides a model portfolio to
clients but does not exercise investment discretion or trade the account. These arrangements
include, but are not limited to, those with unified managed accounts (“UMAs”) of managed
account program sponsors. Turner may or may not execute trades for non-discretionary clients at
the client’s direction. Turner’s fees for arrangements where it provides a model portfolio is
generally lower than the fees charged for providing investment advisory services where Turner
has full investment management discretion.

As noted above, Turner also participates as sub-adviser in managed account fee programs and for
its part may agree to negotiate a percentage management fee based on assets under its
management. Investment management fees charged to and investment strategies provided for
these managed account fee programs may differ from those fees changed to and the investment
strategies provided for other Turner clients. Turner currently participates in one or more
managed account fee programs.

Turner invoices clients for fees incurred and does not deduct its fees directly. For most client
accounts, fees are invoiced quarterly at the end of each quarter; however, some accounts are
invoiced monthly while a very limited number of accounts prepay one quarter in advance.
Turner’s standard investment management contract may be terminated upon 30 days’ prior
notice, and fees will be prorated for the period during which the services were provided. In the
event that Turner’s services are terminated with respect to an account that has prepaid, Turner
will refund prepaid fees on a pro-rated basis. Similar services may be available elsewhere for
lesser cost.

Clients will incur other expenses in connection with obtaining advisory services from Turner,
such as brokerage and transaction costs. Brokerage commission costs, transaction charges, stock

transfer fees and other similar charges that are incurred in connection with transactions in a client
account will be paid out of the assets in the account and are in addition to any fees paid to
Turner. This is an industry standard practice. Please see the “Brokerage Practices” item of this
Brochure below for addition information on brokerage.

There may be other fees and expenses as well depending upon the particular arrangement with
each client, such as custody or prime brokerage fees and expenses incurred by the client directly
for separate account arrangements. These fees and expenses are not paid to Turner. Other fees
and expenses such as transfer agency, custody and administration and/or sub-administration fees
and expenses may be incurred for investors in mutual or other commingled funds; managed
account program clients will pay the program sponsor for custody and other fees and expenses
separate from any advisory fee paid to Turner. Turner serves as administrator of the Turner
Funds and receives an administrative fee for its services. All such fees and expenses are
described in the prospectus or other offering documents for commingled fund investments and in
the brochure provided by the managed account program sponsor for managed account program
investments. Clients and prospective clients should review these documents carefully before
investing.

Sales and client service employees of Turner or its affiliates are compensated for referring
account clients to Turner, for sales of the Turner Funds, the limited partnerships for which
Turner serves as investment manager, or other Turner investment products. Currently, no Turner
sales and client service personnel sell or service investment products offered by others, and no
such personnel are compensated for sales of non-Turner products or for services provided to non-
Turner clients. In addition, compensation to Turner sales or client service personnel is based on
a percentage of revenues received from the product by Turner overall, rather than on a
transaction by transaction based compensation. Turner does from time to time “prioritize” the
sales of certain of its products over others, so that the compensation received from one product,
such as a particular mutual fund, may exceed that received from the sale of another similar
mutual fund. Compensation may also differ because the revenues earned by the firm for certain
higher fee types of products - microcap and small cap equity strategies for example - typically
earn higher fees than larger capitalization equity strategies.

These compensation arrangements present a conflict of interest and could give Turner and its
sales and client service professionals an incentive to provide investment products based on the
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Item 7. Types of Clients

Turner provides investment management services to a wide variety of clients, including defined
benefit and defined contribution plans, corporations, limited partnerships, limited liability
companies, public pension plans, registered investment companies, Taft-Hartley plans and multi-
employer plans, and managed account programs, among other types.

The vast majority of these arrangements are discretionary, and Turner is free to select the
investments and trade on the client’s behalf without prior consultation with the client. Turner
participates in a limited number of arrangements where it provides a model portfolio to clients
but does not exercise investment discretion. These arrangements include but are not limited to
those with UMAs of managed account program sponsors. Turner may or may not execute trades
for non-discretionary clients, as determined by the client.

Minimum account size is generally $10 million for opening a separate account, although Turner
reserves the right in its sole discretion to accept client accounts with fewer initial assets.

Minimum account size for the managed account or managed account programs that Turner may
participate in are generally $100,000, although the investment minimum differs from program to
program and is determined by the program sponsor and not Turner. Please note that not all
Turner investment strategies are available through managed account or managed account
programs.

Minimum account size for mutual fund and other fund accounts that Turner manages differs by
fund and is typically determined by the fund sponsor and not Turner. For the Turner Funds,
minimum initial investments in institutional share classes typically are $250,000 and $2,500 for
retail share classes. For Turner limited partnerships and related funds offered only to qualified
investors, minimum initial investments are typically $250,000.

Actual or potential conflicts of interest may arise from Turner’s management of multiple client
accounts at the same time. Turner has policies and procedures in place that are intended to
eliminate and/or mitigate these actual or potential conflicts and that are described in this
Brochure, including in the Code of Ethics, Participation or Interest in Client Transactions and
Brokerage Practices sections. One potential conflict of interest that may arise is based on the
different investment objectives and strategies managed by Turner. Depending on one client
account’s investment objective and investment strategy, Turner may give investment advice
and/or execute portfolio transactions for one client account that may differ from the investment
advice given and/or portfolio transactions executed for another client account, and including an
account with the same investment objective and investment strategy. Turner’s investment
decisions are the product of many factors, including client specific investment guidelines as well
as suitability considerations for a particular client account. Thus, Turner may buy a particular
security for one or more client accounts when one or more other client accounts are selling that
security. In addition, although its policies generally do not allow Turner to sell short a particular
security when other client accounts are “long” the same security, there are exceptions to this
restriction which may mean that Turner from time to time may hold the same security long while
at the same time selling it short. There may be circumstances when Turner’s purchases or sales
or short sales of portfolio securities for one or more client accounts may have an adverse effect
on other client accounts, although Turner policies and procedures are designed to minimize or
eliminate these adverse effects.