Focus Wealth Advisors LLC

Item 5: Fees and Compensation

A. Fee Schedule

Portfolio Management Fees

       Total Assets Under Management           Annual Fees
       All assets                              Up to 2.00%

FWA’s annual fee for managed and non-managed accounts is prorated and charged
quarterly, in advance, and is calculated using the value of the assets in the client’s account
on the last business day of the prior billing period, is based on the number of days in the
quarter and is adjusted for deposits and withdrawals made during the billing period. The
adjustments are calculated based on how much was deposited or withdrawn and the
timing. Depending upon the market value of the assets under management and the type
of investment management services to be rendered, the annual fee assessed can be up to
2.00%.

These fees are generally negotiable, and the final fee schedule will be memorialized in
the client’s investment advisory agreement. Clients can terminate the agreement
without penalty for a full refund of FWA's fees within five business days of signing the
investment advisory agreement. Thereafter, clients can terminate the investment
advisory agreement immediately upon written notice.

Pension Consulting Services Fees

Asset-Based Fees for Pension Consulting

       Total Assets Under Advisement          Annual Fee
       All assets                             Up to 0.30%

The advisory fee is calculated using the value of the assets on the last business day of the
prior billing period, is based on the number of days in the quarter, and is adjusted for
deposits and withdrawals made during the billing period. The adjustments are
calculated based on how much was deposited or withdrawn and the timing.

These fees are generally negotiable, and the final fee schedule will be memorialized in
the client’s retirement plan consulting agreement.

Clients can terminate the agreement without penalty for a full refund of FWA's fees
within five business days of signing the retirement plan consulting agreement.
Thereafter, clients can terminate the retirement plan consulting agreement immediately
upon written notice. FWA bills based on the balance on the first day of the billing period.

B. Payment of Fees

Payment of Portfolio Management Fees

Asset-based portfolio management fees are withdrawn directly from the client's
accounts with client's written authorization on a quarterly basis. Fees are paid in
advance.

Payment of Pension Consulting Fees

Asset-based pension consulting fees are withdrawn directly from the client's accounts
with client's written authorization on a quarterly basis. Fees are paid in advance.

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 FWA. Please see Item 12 of this brochure
regarding broker-dealer/custodian.

   D. Prepayment of Fees

   FWA collects fees in advance. Refunds for fees paid in advance but not yet earned will be
   refunded on a prorated basis and returned within fourteen days to the client via check
   or return deposit back into the client’s account.

   For all asset-based fees paid in advance, the fee refunded will be equal to the balance of
   the fees collected in advance minus the daily rate* times the number of days elapsed in
   the billing period up to and including the day of termination. (*The daily rate is calculated
   by dividing the annual asset-based fee rate by 365.)

   E. Outside Compensation for the Sale of Securities to Clients

   Neither FWA nor its supervised persons accept any compensation for the sale of
   investment products, including asset-based sales charges or service fees from the sale of
   mutual funds.

Item 7: Types of Clients

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

      ❖   Individuals
      ❖   High-Net-Worth Individuals
      ❖   Pension Plans
      ❖   Corporations or Business Entities

   There is no account minimum for any of FWA’s services.