Antoine Williams & Associates Wealth Management LLC

Item 5: Fees and Compensation

A. Fee Schedule

Portfolio Management Fees

        Assets Under Management                 Annual Fees
        First $0 - $1,000,000                   1.00%

        Next $1,000,001 - $2,000,000            0.90%

        Next $2,000,001 - $3,000,000            0.80%

        Next $3,000,001 - $4,000,000            0.70%

        Next $4,000,001 - $5,000,000            0.60%

        Next $5,000,001 and above               0.50%

AWAAWM charges its fee based on a tiered or “blended rate” fee structure. This means
that we may apply multiple percentage rates to determine our fee depending on the
amount of assets under our management in your advisory account. For example, if you
have assets under management of $750,000, then we will charge the first $500,000 at 1.25%
and the next $250,000 at 1.00%.

AWAAWM uses an average of the daily balance in the client's account throughout the
billing period, after taking into account deposits and withdrawals, for purposes of
determining the market value of the assets upon which the advisory fee is based.

The final fee schedule will be memorialized in the client’s advisory agreement. Clients
may terminate the agreement without penalty for a full refund of AWAAWM's fees within
five business days of signing the Investment Advisory Contract. Thereafter, clients may
terminate the Investment Advisory Contract immediately upon written notice.

Third-Party Money Manager Fees

Clients will pay fees to Third-Party Money Manager fees in addition to the fees paid by
clients to AWAAWM. Fees will be clearly defined in the contract that clients sign with the
third-party money manager and their ADV Part 2A Brochure. The total fees will not
exceed any limit imposed by any regulatory agency. Clients will enter into a separate
agreement with SEI which will indicate the fees to be charged to the client by SEI and any
selected third-party managers as well as AWAAWM’s fee.

Pension Consulting Services Fees

The fee for pension consulting services is negotiable and will be determined on a case by
case depending on the nature and extent of services. The final fee will be described in the
agreement with the client.

Financial Planning Fees

Financial planning fees will be billed at a fixed rate of $5,000 for the first 10 hours. Time
spent beyond the first 10 hours will be billed at a rate of $500 per hour.

Clients may terminate the agreement without penalty, for full refund of AWAAWM’s
fees, within five business days of signing the Financial Planning Agreement. Thereafter,
clients may terminate the Financial Planning Agreement generally upon written notice.

B. Payment of Fees

Payment of Portfolio Management and Third-Party Manager Fees

Asset-based portfolio management fees are withdrawn directly from the client's accounts
with client's written authorization on a quarterly basis. SEI will calculate and deduct from
the client’s account the total advisory fee charged to the client by AWAAWM and selected
third -party adviser with client's written authorization. Fees are paid quarterly in arrears.

Payment of Pension Consulting Services Fees

Pension consulting fees are withdrawn directly from the client’s accounts with client’s
written authorization or may be invoiced and billed directly to the client and clients may
select the method in which they are billed. Fees are paid quarterly in arrears.

       Payment of Financial Planning Fees

       Financial planning fees are paid via check.

       Hourly financial planning fees are paid in arrears upon completion.

       C. Client Responsibility For Third Party Fees

       Clients are responsible for the payment of all third-party fees (i.e. custodian fees,
       brokerage fees, mutual fund fees, transaction fees, etc.). Those fees are separate and
       distinct from the fees and expenses charged by AWAAWM. Please see Item 12 of this
       brochure regarding broker-dealer/custodian.

       D. Prepayment of Fees

       Clients are not charged fees in advance.

       E. Outside Compensation For the Sale of Investment Products to
       Clients

       Antoine Williams is a licensed insurance agent. This activity creates a conflict of interest
       since agents have an incentive to recommend insurance products based on commissions
       or other benefits received from the insurance company rather than on the client’s needs.
       The firm addresses this conflict of interest by requiring its supervised persons to always
       act in the best interest of the client, including when acting as an insurance agent.
       Insurance products recommended by supervised persons may also be available from
       other providers on more favorable terms, and clients can purchase insurance products
       recommended through other unaffiliated insurance agents.

Item 7: Types of Clients

AWAAWM generally provides advisory services to the following types of clients:

       ❖       Individuals
       ❖       High-Net-Worth Individuals
       ❖       Corporations or Business Entities
       ❖       Charitable Organizations
There is no account minimum for any of AWAAWM’s services.