V M Manning & Co Inc

Fees and Compensation

Our typical fee on accounts is between 1.00% and 1.50% annually charged on the value of the assets under
management and is charged on a quarterly basis after the quarter has ended. The fee is negotiable but will not
be higher than 3% annually. The fee will be deducted from the account automatically by the custodian after the
quarter has ended.
The only other fee regularly incurred by clients is the SEC fee that the SEC charges on all brokerage sell
transactions. This is a nominal fee and we receive no part of this as it goes exclusively to the SEC. It is
possible for a client to incur brokerage commission charges. For a detailed explanation, please refer to Item 12
on page 7.

Types of Clients

Currently our client base is comprised primarily of individuals, trusts and foundations. Our stated minimum for
opening an account is $250,000.00. This amount is negotiable and can be waived under certain circumstances.

Methods of Analysis, Investment Strategies and Risk of Loss

Our management style is referred to as core equity. Our investments are primarily in the common stocks of
companies headquartered in the United States. However, we may also invest in foreign common stocks as well
as bonds and preferred stocks of companies domestically or abroad. We do not confine our management style to
one particular strategy such as large cap, small cap, growth, value, international, etc. Instead, we seek to
maintain a diversified portfolio that can be considered the core of any overall portfolio. We typically invest in
companies with solid growth prospects that are undervalued in our opinion. This strategy is referred to by many
as growth at a reasonable price. In selecting stocks, we use both fundamental and technical analysis in
determining which stocks may be appropriate for individual portfolios. We manage our portfolios in a
conservative manner, but it should be understood that this still involves risk of loss. These risks may involve
the decline in value of any particular security or a general decline in the market that could affect any or all
securities held in the portfolio. Furthermore, it should be understood that there is no guarantee that an account
will not sustain losses. Our strategy seeks to own stocks for long periods of time (several years) and to that end,
we have low turnover of positions (typically 20% annually).