Turner Investments LP

Fees and Compensation

Turner negotiates an advisory fee for its services. Generally, the advisory fees for client
accounts other than fund and "wrap" program accounts are as follows:

       Midcap Growth Equity:

       0.75% of assets on the first $25 million
       0.65% on the balance

       Small Cap Growth Equity, Small Cap Growth Plus Equity:

       0.95% of assets for the first $25 million
       0.85% on the balance

       Micro Cap Growth/”Emerging” Growth Equity:

       1% on all assets

       Concentrated Global Growth Equity:

       1.00% on first $25 million
       0.75% on the next $50 million
       0.65% on the balance

       International Growth Equity:

       0.80% on the first $25 million
       0.70% on the next $50 million
       0.60% on the balance

       Global Medical Sciences Long/Short Equity and Titan Long/Short Equity:

       1.00% on all assets plus an incentive allocation equal to 20% of net
       profits in the account, if any, during a year

Turner serves as investment adviser to registered investment companies and may charge
different fees for its services, subject to certain agreed upon limitations and/or waivers.
Turner's maximum contractual investment advisory fees for the Turner Funds it
administers in the U.S. currently are as follows:

       Turner Funds:

       Turner Midcap Growth Fund                        0.75% of net assets
       Turner Small Cap Growth Fund                     1.00% of net assets
       Turner SMID Cap Growth Opportunities Fund        1.00% of net assets
       Turner Medical Sciences Long/Short Fund          1.50% of net assets
       Turner Titan Long/Short Fund                     1.50% of net assets

(A complete explanation of the expenses charged by these 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. Fees are typically negotiated using the
above investment company fee schedule as a base for negotiations; agreed upon
contractual fee rates may vary considerably. 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 wrap program sponsors. Turner may or may not execute trades for non-
discretionary clients at the client's direction. Turner’s fee in arrangements where it provides a
model portfolio is generally lower that its fee for providing investment advisory services where
it has full discretion.

As noted above, Turner also participates as sub-adviser in "wrap" 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 wrap 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 wrap fee programs sponsored by the following: Envestnet and Placemark.

Turner also serves as investment manager to a number of proprietary limited partnerships
and similar vehicles whose shares are privately placed, including but not limited to the
limited partnerships and other vehicles listed in Schedule D of Part I of Turner's Form
ADV (the “limited partnerships”). Turner receives or is entitled to receive an
annual investment management fee, calculated and payable quarterly in arrears, that varies
by partnership but is generally the same as the fee offered to separate account clients for
the same strategy, as set forth in the fee schedules listed above.

Willistown Partners, LLC ("W illistown"), a Delaware limited liability company, is the
general partner of each of these partnerships. Willistown is a related person of Turner.
As general partner, W illistown shares in the profits and losses of the partnerships, and
may be entitled to a special allocation equal to a percentage of net profits of the
accounts in the partnership under certain circumstances, all as fully set forth in the

private placement memoranda or other offering document for each of the partnerships.
With the limited exceptions set forth in Schedule D of Part I of this Form ADV, interests in
the partnerships, which frequently serve as a means for Turner to test new investment
strategies, are generally offered only to Turner principals that are qualified investors and
are not currently offered to Turner's advisory clients or other prospects. The limited
partnerships that are offered more broadly to non-Turner qualified investors are offered
by Foreside Financial Services, LLC, a broker-dealer, as placement agent for the
partnerships.

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; some accounts are
invoiced monthly while a very limited number of accounts prepay one quarter in advance.
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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 “wrap” programs, among other types.

The vast majority of these arrangements are discretionary - that is, 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 unified managed accounts of wrap
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 "wrap" 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
wrap 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.

Methods of Analysis, Investment Strategies and Risk of Loss

Turner utilizes fundamental, technical and quantitative methods of analysis in its
selection of equity and other securities for client accounts, and in its construction of
portfolios. Turner's sources of information include outside investment research from
broker-dealers and other third parties, investment publications on general economic
conditions, and financial publications from the investment banking industry. Turner also
uses its contacts with members of the professional investment community to gather
information relevant to its investment strategies. Turner meets with senior
management of companies whose shares it holds or which it is considering holding -
here may be over 1,000 such meetings in a typical year.

Investing in securities involves risk of loss that clients must be prepared to bear.
Additional important information relating to risk is set forth below.

Turner may utilize a broad range of securities, including U.S. or foreign equities, equity
related securities such as rights and warrants, registered investment companies,
exchange traded funds and other pooled vehicles, publicly traded limited partnerships and
limited liability companies, and real estate investment trusts, in managing client accounts.
Turner may also engage in short sales of equity securities or use other derivatives, such as
options, although these instruments are typically limited to use in the alternative investment
strategies Turner offers.

Turner generally offers investment strategies of two types: growth strategies, and
long/short strategies. Turner long/short strategies are derived from the growth
strategy processes.

        Turner Growth Strategies

The philosophy which drives our growth equity investment strategies is that earnings
drive stock prices. W e believe that investing in companies with sustainable and
improving earnings dynamics generate superior returns over time. We manage both
diversified and concentrated growth equity strategies which are designed to add value
strictly through stock selection, based on the output of extensive, industry-focused
fundamental research.

The heart of our stock selection process is industry-focused fundamental analysis.
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