A.R. Schmeidler & Co., Inc. • 500 Fifth Avenue • New York, NY 10110 • 212-687-9800 • www.arschmeidler.com

December 21, 2011

Privacy Policy Notice Our clients’ privacy has always been a priority of A.R. Schmeidler & Co., Inc. and we continue to honor this commitment. The Gramm-Leach-Bliley Act recently enacted by Congress has resulted in a number of changes to the financial services industry and in accordance with SEC Regulation S-P we are providing this statement to you. A. R. Schmeidler & Co., Inc. and its employees have always strongly believed in protecting the confidentiality and security of personal information we collect from you when you become a client. This information may include your name, address, social security number, account statements and information from third parties such as banks or brokerage firms, accountants and attorneys. We use this information to evaluate and serve your investment needs, to fulfill your investment requests and complete your transactions. We do not disclose any non-public personal information about our clients or former clients to anyone, except as permitted by law. Non-public information about you may be disclosed in order to process transactions in your account(s) with broker-dealers or custodians, to respond to inquiries from you or your representative, or to fulfill legal and regulatory requirements. We do not make any disclosures of information to other companies who may want to sell their products or services to you. Our employees are instructed to protect the confidentiality of information and are required to comply with our established policies. We will continue to safeguard your privacy and the confidentiality of the information you provide to us.

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Section 408(b)(2) Disclosure for A.R. Schmeidler & Co., Inc.

This disclosure document provides an overview of the services A.R. Schmeidler & Co., Inc. (“ARS” or Adviser”) provides to employee benefit plans subject to Title I of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) (each such employee benefit plan being referred to as the “Plan”) through separately managed accounts. This disclosure document is being provided to the “responsible plan fiduciary” to the Plan in compliance with Department of Labor Regulation 29 C.F.R 2550.408b-2. This disclosure document is intended to be read in conjunction with our Form ADV, as may be amended or supplemented from time to time, (the “Brochure”), your Investment Advisory Agreement and Client Brokerage Direction. You may obtain a copy of our Brochure at http://www.adviserinfo.sec.gov, or by contacting your portfolio manager.

Under ERISA, a plan sponsor or other fiduciary has a fiduciary responsibility to prudently select and monitor those hired to provide services to the plan and their related fees and compensation, to ensure, among other things, that the service arrangements and the compensation received by the service provider are reasonable in light of the services provided. This disclosure document is designed to assist you in meeting that fiduciary responsibility.

Your plan may receive services from other service providers, such as a third party administrator, which are outside the scope of this document. Moreover, Adviser or its affiliates may provide services to your plan under separate arrangements not described herein. For information on those services and related fees and expenses, please refer to those service providers’ separate 408(b)(2) disclosure documents or contact those service providers. To the extent that you receive services from Adviser or its affiliates that are outside of the scope of the services covered by this Disclosure Document, please reference the disclosure documents specifically relating to those services.

If you have any questions concerning this 408(b)(2) disclosure document or the information provided to you concerning our services and compensation or to obtain a copy of the Investment Advisory Agreement, Brochure or Client Brokerage Direction referenced in this document, please contact your portfolio manager.

Description of Services

A general description of the investment management and other services we provide can be found in the Investment Advisory Agreement and the “Advisory Business” section of our current Brochure.

Fiduciary/Adviser Status

ARS is registered as an investment adviser under the Investment Advisers Act of 1940 and acknowledges that it is a fiduciary under ERISA with respect to the services it provides to the Plan.

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Compensation

Direct Compensation

For a general description of the fees we receive from client accounts from the Plan, please see the relevant fee schedule and/or advisory fees section of our Investment Advisory Agreement and the “Fees and Compensation” section of our Brochure. For the fees applicable to the Plan’s account, please see the fee schedule applicable to your plan account. To obtain a copy of the Plan’s fee schedule, please contact your portfolio manager.

If you have elected to authorize Adviser to act as broker for the account, Adviser will receive brokerage commissions from the Plan. The rate for equity transactions is $0.06 per share, subject to a per trade minimum not to exceed $25. ARS has elected to waive commissions generated from accounts that are subject to ERISA and other non-taxable accounts, and 100% of that compensation currently is retained by Pershing. In the future, ARS expects to receive 60% of the gross commissions generated for all advisory accounts that trade through Pershing. The remaining 40% will be paid to Pershing. This information is discussed in more detail in the “ARS Brokerage Direction” section of the Investment Advisory Agreement or the separate Client Brokerage Direction that was sent to the Plan. Additional information may also be found in the “Brokerage Practices” section of our Brochure, and the annual commission and turnover letter which will in the future be provided to the Plan pursuant to DOL PTE 86-128. Where ARS acts as broker, it does so under a fully disclosed clearing arrangement with Pershing LLC, which acts as the Clearing Firm.

Indirect Compensation

We receive the following types of indirect compensation in connection with the services we provide to the Plan:

Soft dollars: Adviser may use a portion of the commissions generated from client transactions to obtain research and brokerage services, within the meaning of Section 28(e) of the Securities Exchange Act, from certain broker-dealers that execute trades for all of the Adviser’s clients, including the Plan. The types of brokerage and research services Adviser receives include research reports on companies, industries and securities; global economic and market research; access to broker-dealer analysts, corporate executives and industry experts; and attendance at trade industry seminars and broker-organized conferences. This type of research does not have an identifiable value and is provided based on total trading activity of the Adviser for all its clients. For more information, please see the “Research and Other Soft Dollar Benefits” section of our Brochure.

Additional Disclosures

Nonmonetary Compensation: From time to time, Adviser’s or its affiliates’ employees may, as is generally consistent with customary industry practice and in accordance with our policies and procedures, receive nonmonetary compensation (other than cash or cash equivalents), such as promotional items (i.e., coffee mugs, calendars or gift baskets), meals and access to certain industry

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related conferences from individuals or institutions with whom they transact business or with whom they may engage in business dealings on behalf of clients.

Compensation Paid to Affiliates and Related Parties

Adviser has entered into an agreement with its parent, Hudson Valley Bank, pursuant to which ARS provides Hudson Valley Bank with investment advisory services in connection with certain trust accounts for which Hudson Valley Bank serves as trustee. ARS receives from Hudson Valley Bank 50% of the fees charged to the trust accounts.

Compensation the Adviser will Receive Upon Termination of this Arrangement

Adviser does not receive any compensation in connection with the termination of the Investment Advisory Agreement. Upon the effective date of termination of any account, any prepaid, unearned fees will be promptly refunded, and any earned, unpaid fees will be due and payable.

Solicitor Arrangements and Fees

If your plan was referred to Adviser by Hudson Valley Bank or another solicitor, such solicitor may be compensated for the referral of the Plan to Adviser. For more information regarding these arrangements, please see the “Client Referrals and Other Compensation” section of our Brochure.