Carolina Wealth Advisors LLC

Fees and Compensation - Item 5
Financial Planning Fees
CWA charges an hourly fee of $500-$1,000 for financial planning services. This fee is negotiable depending on the scope and
complexity of the plan, your situation, and your financial objectives. An estimate of the total time/cost will be determined at
the start of the advisory relationship. In limited circumstances, the cost/time could potentially exceed the initial estimate. In
such cases, we will notify you and request that you approve the additional fee.

Prior to engaging CWA to provide consulting services, the client will be required to enter into a written agreement with our
firm. The agreement will set forth the terms and conditions of the engagement and describe the scope of the services to be
provided and the portion of the fee that is due from the client.

Generally, CWA requires a prepayment of 50% of the estimated fee, with the remaining balance due upon completion of the
agreed upon services. Other fee payment arrangements may be negotiated with the client on a case-by-case basis. All such
arrangements will be clearly set forth in the financial planning agreement signed by the client and the firm. CWA does not
require the prepayment of over $500, six or more months in advance. In limited circumstances and at our sole discretion, we
might waive or offset all or part of our planning fee if you choose to implement the plan through our firm’s portfolio
management services.
Either party may terminate the financial planning agreement by written notice to the other. In the event the client terminates
financial planning services, the balance of any pre-paid, unearned fees (if any) will be promptly refunded to the client.
Portfolio Management Fees
For portfolio management services, CWA charges an annual fee based upon a percentage of the market value of the assets
being managed. Our asset-based fee will not exceed 2.0% of the assets under management. The fee is payable quarterly in
advance, and is negotiable depending upon the complexity of the client’s financial situation and the scope of services
rendered. The agreed-upon fee and payment arrangements will be clearly disclosed in the Investment Management
Agreement signed by the firm and the client.
The percentage fee may increase or decline depending on the value of the assets in your account(s). At our discretion, we
may combine the account values of family members living in the same household to determine the applicable investment
management fee. For example, we may combine account values for you and your minor children, joint accounts with your

Carolina Wealth Advisors
Form ADV Part 2A

spouse, and other types of related accounts. Combining account values may increase the asset total, which may result in your
paying a reduced advisory fee.

Payment of management fees will be deducted from your account(s) by the qualified custodian. We will only receive payment
from the custodian if the client supplies written authorization permitting the fees to be paid directly from the account. CWA
will not have access to client funds for payment of fees without written consent by the client. Where the client agrees to have
fees deducted from the account, CWA will:

     calculate the fee, and
     send the qualified custodian an invoice or statement of the amount of the fee to be deducted from the client’s
      account.
The qualified custodian agrees to deliver an account statement, at least quarterly, directly to the client, showing all
disbursements from the account. The client is encouraged to review all account statements for accuracy. CWA will receive
access to a duplicate copy of the statement that was delivered to the client.

For the initial period of portfolio management services, the first period’s fees will be calculated on a pro-rata basis. Any
interim deposit or withdrawal of $25,000 or more shall be billed or credited a pro rata management fee in arrears. You may
terminate the agreement within five days of entering into the agreement and obtain a full refund. After the five- day period,
either party may terminate the agreement upon a 30 days’ written notice to the other party. Any pre- paid, unearned fees
will be promptly refunded to the client.

Our receipt of an asset-based fee presents a conflict of interest. This is because the more assets there are in the client’s account,
the more the client will pay in fees. Therefore, we have an incentive to encourage clients to increase the assets in their accounts.
We address this conflict of interest by ensuring any such recommendations are in the client’s best interest.

Pension Consulting Fees
The compensation arrangement for these services will be based on hourly fees ranging between $500-$1,000 per hour or a
percentage of the plan assets not to exceed 2.0%. Services will be negotiated on a case-by-case basis. The exact fee paid by
the client will be clearly stated in the pension consulting agreement signed by the client and us.

If you choose to have CWA’s fee deducted directly from your account, you must provide authorization. The qualified custodian
holding our funds and securities will provide you an account statement on at least a quarterly basis. This statement will detail
account activity. Please review each statement for accuracy. CWA will also receive or obtain access to a copy of your account
statements from the custodian.
Compensation for the Sale of Securities or Other Investment Services and Products
Our investment adviser representatives are also registered representatives and investment adviser representatives with The
Strategic Financial Alliance, Inc. (“SFA”), a registered investment adviser and securities broker-dealer. SFA is a member of the
Financial Industry Regulatory Authority (“FINRA”) and the Securities Investor Protection Corporation (“SIPC”). Some clients
of our firm are also advisory and/or brokerage clients of SFA. Advisory and brokerage services offered through SFA are
...

Types of Clients - Item 7
We generally offer investment advisory services to individuals, pension and profit-sharing plans and participants, trusts,
estates, charitable organizations, corporations, and other business entities.
CWA requires no minimum account size to open and maintain an advisory account.

                           Methods of Analysis, Investment Strategies and Risk of Loss - Item 8
The following are different methods of analysis that we may use when providing you with investment advice:
     Fundamental Analysis – this approach attempts to determine a security’s value by focusing on underlying factors that
      indicate a company's intrinsic value and identify potential discrepancies to its relative market value. The term refers
      to the analysis of the company’s financial data to assist in determining a target value. The primary risk associated with
      fundamental analysis is that information obtained may be incorrect and the analysis may not provide accurate data
      which formulates the basis for a stock’s value. If securities prices adjust rapidly to new information, utilizing
      fundamental analysis may not result in favorable performance. Security values tend to adjust rapidly to new
      information, which can result in non- favorable performance.

     Cyclical Analysis – cyclical analysis is a technique that looks at economic cycles, specifically analyzing the strategic
      investment styles and how they are impacted by each cycle. The lengths of economic cycles may be difficult to predict
      with accuracy; and, therefore the primary risk associated with cyclical analysis is the difficulty in predicting economic
      trends and consequently the changing value of securities that would be affected by these changing trends.
We may use one or more of the following investment strategies when advising you on investments:
     Long Term Purchases – securities held for over a year. When pursuing a long-term purchase strategy, the adviser
      assumes that financial markets will go up in the long-term, which may not be the case. There is also the risk that the
      segment of the market that clients are invested in, or perhaps just a client’s particular investment, will go down over
      time even if the overall financial markets advance. In addition, purchasing investments long-term may create an
      opportunity cost by “locking-up” assets that may be better utilized in the short-term in other investments.

     Short Term Purchases – securities held for less than a year. The primary risk in using a short-term purchase strategy
      is the general assumption that we can predict how financial markets will perform in the short- term, which may be

Carolina Wealth Advisors
Form ADV Part 2A

        very difficult and will incur a disproportionately higher amount of transaction costs compared to long-term trading.
        There are many factors that can affect financial market performance in the short-term (such as short-term interest
        rate changes, cyclical earnings announcements, etc.) but may have a smaller impact over longer periods of times.

     Margin Transactions – margin strategies allow an investor to purchase securities on credit and to borrow on securities
      already in their custodial account. Interest is charged on any borrowed funds for the period of time that the loan is
      outstanding. When you purchase securities, you may pay for the securities in full or you may borrow part of the
      purchase price from your broker/dealer. If you intend to borrow funds in connection with your account, you will be
      required to open a margin account, which will be carried by the broker/dealer of your account. The securities
      purchased in such an account are the broker/dealer’s collateral for its loan to you.
If the securities in a margin account decline in value, the value of the collateral supporting this loan also declines, and, as a
result, a brokerage firm is required to take action, such as issue a margin call and/or sell securities or other assets in your
accounts, in order to maintain necessary level of equity in the account.
It is important that you fully understand the risks involved in trading securities on margin, which are applicable to any margin
account that you may maintain, including any Margin Account that may be established as a part of our Investment
Management Services and held by your broker/dealer. These risks include the following:

     You can lose more funds than you deposit in your margin account.

     The broker/dealer can force the sale of securities or other assets in your account.

     The broker/dealer can sell your securities or other assets without contacting you.

     You may not be able to choose which securities or other assets in your margin account are liquidated or sold to
      meet a margin call.

     The broker/dealer may move securities held in your cash account to your margin account and pledge the
      transferred securities.

     You may not be entitled to an extension of time on a margin call.

The investment advice provided along with the strategies suggested by CWA will vary depending on each client’s specific
financial situation and goals. This brief statement does not disclose all of the risks and other significant aspects of investing
in financial markets. In light of the risks, you should fully understand the nature of the contractual relationship(s) into which
you are entering and the extent of your exposure to risk. Certain investing strategies may not be suitable for many members
of the public. You should carefully consider whether the strategies employed would be appropriate for you in light of your
experience, objectives, financial resources and other relevant circumstances.
Investing in securities involves risk of loss that you should be prepared to bear.
...