9. NOTES AND ADVANCES DUE FROM AND TRANSACTIONS WITH RELATED PARTIES

The Company has an agreement (the “Agreement”) with HMGA, Inc. (the “Adviser”) for its services as investment adviser and administrator of the Company’s affairs. All officers of the Company who are officers of the Adviser are compensated solely by the Adviser for their services.

The Adviser is majority owned by Mr. Wiener, the Company’s Chairman, CEO and President. The officers and directors of the Adviser are as follows: Maurice Wiener, Chairman of the Board, President and Chief Executive Officer; and Carlos Camarotti, Vice President - Finance and Assistant Secretary.

Under the terms of the Agreement, the Adviser serves as the Company’s investment adviser and, under the supervision of the directors of the Company, administers the day-to-day operations of the Company. All officers of the Company, who are officers of the Adviser, are compensated solely by the Adviser for their services. The Agreement is renewable annually upon the approval of a majority of the directors of the Company who are not affiliated with the Adviser and a majority of the Company’s shareholders. The contract may be terminated at any time on 120 days written notice by the Adviser or upon 60 days written notice by a majority of the unaffiliated directors of the Company or the holders of a majority of the Company’s outstanding shares.

In June 2016, the shareholders approved the renewal of the Advisory Agreement between the Company and the Adviser for a term commencing January 1, 2017 and expiring December 31, 2017, under the same terms as in 2016.

For the years ended December 31, 2016 and 2015, the Company incurred Adviser fees of approximately $726,000 and $697,000, respectively, of which $660,000 represented regular compensation for 2016 and 2015. In 2016 and 2015 Advisor fees include approximately $66,000 and $37,000 in incentive fee compensation, respectively.

The Adviser leases its executive offices from CII pursuant to a lease agreement. This lease agreement calls for base rent of $52,900 per year payable in equal monthly installments. Additionally, the Adviser is responsible for all utilities, certain maintenance, and security expenses relating to the leased premises. In 2016, the lease term was extended one year, expiring in December 2017.

Mr. Wiener is a 19% shareholder and the chairman and director of T.G.I.F. Texas, Inc., a 49% owned affiliate of CII. As of December 31, 2016 and 2015, T.G.I.F. had amounts due from CII in the amount of approximately $1,600,000 and $1,800,000, respectively. These amounts are due on demand and bear interest at the prime rate (3.75 % at December 31, 2016). All interest due has been paid.

As of December 31, 2016 and 2015, T.G.I.F. owns 10,200 shares of the Company’s common stock.

As of December 31, 2016 and 2015, T.G.I.F. had amounts due from Mr. Wiener in the amount of approximately $707,000. These amounts bear interest at the prime rate (3.75% at December 31, 2016) and principal and interest are due on demand. All interest due has been paid.

Mr. Wiener received consulting and director’s fees from T.G.I.F totaling approximately $25,000 and $23,000 for each of the years ended December 31, 2016 and 2015, respectively.