ITEM 5 – FEES AND COMPENSATION
A. Compensation for Advisory Services
AZA is a “fee-only” investment advisor, which means our remuneration is derived solely from our fees for
services provided to clients. We are not affiliated with a brokerage firm and do not receive compensation
for the sale of products, such as mutual funds, annuities, or insurance policies.
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AZA Capital Management
Part 2A of Form ADV
We charge each client an investment advisory fee (the “Advisory Fee”) based on the value of the client’s
assets under management and the services provided. The Advisory Fee is defined at the outset of the
advisory relationship and generally ranges from 0.40% to 1.20% per year depending on the services
rendered. In certain circumstances, a flat dollar fee may be utilized instead of a percentage of managed
assets. All fees are subject to negotiation, and it is anticipated that such situations may occur with larger,
more complex projects and relationships. Our fees are based on the market value of your assets under
our management, including cash, accrued interest, and securities purchased on margin.
For certain clients, we charge an advisory fee for services provided with respect to the held-away accounts
mentioned above in Item 4, just as we do with client accounts held at our primary custodians. The specific
fee schedule charged by us is provided in the client’s investment advisory agreement with us.
B. Payment of Fees to Adviser
Payment schedules may differ among clients depending on the services provided and the terms of the
client agreement.
Quarterly, In Advance:
For payment schedules that are quarterly in advance, the Advisory Fee is payable at the beginning of each
calendar quarter and in advance of services provided.
Quarterly, In Arrears:
For payment schedules that are quarterly in arrears, the Advisory Fee is payable after the completion of
each calendar quarter and after services have been provided.
Monthly, In Arrears:
For payment schedules that are monthly in arrears, the Advisory Fees is payable after the completion of
each calendar month and after services have been provided.
Additional Information:
Advisory Fees rendered for a partial period are calculated on a pro rata basis. AZA normally requires that
Advisory Fees be debited directly from a client’s managed investment account(s). Depending on a
corporate retirement plan’s particular service agreement, the Advisory Fees for a plan may be invoiced by
the Adviser or collected by the plan’s recordkeeper, who in turn sends payment to the Adviser.
In certain situations and with specific client agreement, advisors may access our investment strategies via
Axxcess Wealth Management, a turn-key asset management program (TAMP). In such situations, AZA
does not handle the billing process, and it may follow a different schedule than AZA’s process noted above.
C. Other Fees and Expenses
In addition to paying Advisory Fees to the Adviser, client accounts may be subject to other investment
expenses such as fund expenses, external manager fees, reporting fees, custodial charges, brokerage fees,
commissions, and related costs. These may include interest expenses, taxes, transfer and registration fees,
foreign exchange transaction fees, wire transfer or electronic fund fees, and other portfolio expenses.
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AZA Capital Management
Part 2A of Form ADV
Please refer to Item 12 in this brochure for a discussion of AZA’s brokerage practices, including factors
that we consider when selecting brokers and account custodians.
Additionally, client accounts may be subject to costs, expenses, and fees associated with investment
products or services that may be necessary or incidental to an investment account or strategy. Client
assets may be invested in mutual funds, exchange-traded funds (ETFs), or other investment vehicles. In
such cases, the client will bear its pro rata share of the investment management fee and other fees
assessed by the investment vehicle, which are in addition to the investment Advisory Fee paid to AZA.
All fees paid to AZA for investment advisory services are separate and distinct from the fees and expenses
charged by ETFs and mutual funds. These fees and expenses are described in each fund’s prospectus and
generally include a management fee, shareholder servicing, other fund expenses, and sometimes a
distribution fee. If a fund also imposes sales charges, clients may pay an initial or deferred sales charge.
AZA generally limits the utilization of mutual funds in the investment accounts that we manage.
D. Fee Billing and Refunds
AZA calculates Advisory Fees based on the fair market value of the managed assets as reported by Orion
Advisor Technology (“Orion”), a third-party vendor of portfolio accounting technology. Orion obtains
pricing from the account custodians but may also include accrued interest on fixed income securities when
calculating fair market value. Depending upon the client agreement, AZA will use one of the following
valuation date methods: 1) last business day of the billing cycle, or 2) average daily balance over the billing
cycle. AZA prorates its Advisory Fees for accounts initiated or terminated during a billing period. AZA also
prorates its Advisory Fees for capital contributions made during a billing period and assesses these
particular fees in arrears during the subsequent billing cycle. If a client account has a margin balance,
Advisory Fees will be based on the total value of the account, including the margin.
The investment advisory agreement may be terminated by the client or AZA at any time upon written
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