Item 5. Fees and Compensation
Description
Generally, the Advisor bases its fees on a percentage of assets managed by Advisor. The
Advisor and Client may agree on services outside of the investment management agreement.
Generally, in a dual contract arrangement, fees payable to the Advisor for wealth management
services will range between 50 basis points and 150 basis points (annualized) multiplied by the
total assets managed by the Advisor. Certain legacy engagements may be charged fees that
differ from the stated fee range.
Generally, in a dual contract arrangement, the Client would also be responsible for fees due
both to the Advisor and the investment manager[s] with whom they have contracted with. (See
“Other Fees” below).
The Advisor’s fees may vary, depending on the Client's circumstances (such as account size,
complexity, relationship to other accounts, and investment strategies and managers
employed, etc.).
The Client may make additions or withdrawals from the account[s] at any time, subject to the
Advisor’s right to terminate an account or the overall relationship. Additions may be in cash or
securities provided that the Advisor reserves the right to liquidate any transferred securities or
decline to accept particular securities into a Client’s account[s]. Clients may withdraw account
assets on notice to CWA, subject to the usual and customary securities settlement procedures.
However, the Advisor typically designs its investment portfolios as long-term investments, and
the withdrawal of assets may impair the achievement of a Client’s investment objectives. CWA
may consult the Client about certain implications of such transactions. Clients are advised that
when such securities are liquidated, they may be subject to securities transaction fees, short-
term redemption fees, and/or tax ramifications. For all assets deposited into or withdrawn from
the Client’s account[s], the Advisor’s fee will be adjusted in the next billing period to reflect the
fee difference. The Advisor, at its sole discretion, will negotiate a fee that differs from the
schedule above for certain account[s] or holdings.
Family Office Services
Each agreement between the Advisor and the Client for family office services is negotiated
based on the size, complexity, and breadth of each Client’s needs. Generally, such fees will
be based on a percentage of assets advised upon and/or managed. If services are in excess
of the standard services in the investment management agreement, the Advisor will charge a
fixed annual rate of up to $250,000, payable quarterly.
Private Funds
CWA may receive a fee for providing investment advisory services to CWA Funds and non-
investment advisory services to Private Funds. Non-advisory services may include activity
relating to fund administration, distribution, and/or investor services. Such a fee will be set-forth
in each Private Fund’s Operating Agreement. CWA may also receive reimbursement for certain
expenses it incurs relating to the organization and distribution of Private Funds, pursuant to the
provisions of each Private Fund’s offering documents.
Other Services Fees
Upon mutual agreement between the Advisor and the Client, the Advisor will engage in
advisory and non-advisory services not discussed in this document, where such fees will be
negotiated and memorialized in a written agreement among the parties.
ERISA Accounts
CWA is deemed to be a fiduciary to advisory Clients that are employee benefit plans or
individual retirement accounts (“IRAs”) pursuant to ERISA, and regulations under the IRC. As
such, CWA is subject to specific duties and obligations under ERISA and the IRC that include,
among other things, restrictions concerning certain forms of compensation. Fees can range up
to 130 basis points and are negotiable depending on the size and complexity of the Plan. Fees
are billed either in advance or arrears of each month or quarter pursuant to the terms of the
retirement plan advisory agreement. Fees can be deducted from the accounts of the plan
participants or paid directly by the plan sponsor.
Financial Planning Service
If engaged separately, financial planning fees for project-based engagements are agreed upon
between the Advisor and Client with a maximum fee of up to $25,000. Based on that agreed-
upon fee, 50% of the fee is paid to the Advisor upon the execution of the financial planning
agreement with the remaining 50% of the fee due upon completion of the agreed-upon
deliverable[s].
Fee Billing
For investment management services, fees are billed quarterly, in advance or arrears. Fees
charged in advance will be based on the market value of assets at the end of the previous
calendar quarter. Fees charged in arrears are based on the market values of assets at the end
of the calendar quarter. Certain legacy clients are charged fees based on previously agreed
upon engagements, which are honored by the Advisor. For assets placed in alternative
investments, the Advisor reserves the right to bill on the most recently available valuation
before the end of a calendar quarter, if valuations are not readily available at the end of the
respective billing period. Fees are usually deducted from a designated Client account[s] at the
custodian to facilitate billing. The Client must consent in advance to direct debiting of their
investment account[s]. Clients should be aware of their responsibility to verify the accuracy of
the fee amount submitted to the custodian by CWA, as the custodian will not determine
whether the fee has been properly calculated.
All securities, cash and cash equivalents in the account(s) will be included in calculating the
value of the account(s) for purposes of computing Advisor’s fees, unless otherwise agreed
upon between parties.
Fees assessed on a fixed basis for family office services are payable quarterly, in arrears.
...