Red Tortoise LLC

Fees and Compensation - Item 5

 Investment Advisory Services Fees
 Our investment advisory services fees are based on the following fee schedule:

                Assets Under                  Annual Fee            Quarterly Fee
                Management
                First $500,000                1.00%                 0.250%
                Next $500,000                 0.50%                 0.125%
                Next $4,000,000               0.40%                 0.100%
                Next $5,000,000               0.35%                 0.0875%
                Over $10,000,000              0.30%                 0.0750%

 ADDITIONAL TERMS AND CONDITIONS
 We do not require a minimum annual fee. Red Tortoise will never charge an annualized fee in excess
 of 3.00% of assets under management.

 This blended fee schedule identifies breakpoints of the account value to be charged at different
 rates. The total fair market value of your account is allocated among the different fee rates in the
 above schedule to determine the total quarterly account fee.

Red Tortoise, LLC
Form ADV Part 2A Brochure

 For example, assume that the fair market value of an Account at the end of the billing period is
 $4,000,000. In this hypothetical example, our quarterly management fee would be assessed as
 follows:
      1) The first $500,000 of the account value would be billed at a quarterly rate of 0.25%
          ($500,000 x 0.25% = $1,250);
      2) The next $500,000 of the account value would be billed at a quarterly rate of 0.125%
          ($500,000 x 0.125% = $625);
      3) The next $3,000,000 of the account value would be billed at a quarterly rate of 0.10%
          ($3,000,000 x 0.100% = $3,000);
      4) The fee for various breakpoints is then added together to determine the total quarterly
          Account fee: $1,250 + $625 + $3,000 = $4,875 which is 0.122%.

 Fees are negotiable depending on factors such as the amount of assets under management, range of
 investments, and complexity of the client’s financial circumstances, among others. We may negotiate
 our fee schedule to include flat or maximum fees. Our annual investment management fee may be
 higher or lower than that charged by other investment advisors offering similar services/programs.
 The exact fee paid by you will be clearly stated in the Investment Advisory Agreement and signed by
 both you and the firm.

 Fees are payable quarterly, in arrears, and are based on the balance of the account on the last day of
 the quarter. The first quarter’s fees and fees for intra-period contributions and withdrawals will be
 calculated on a pro-rata basis. Red Tortoise will either invoice you directly for payment of fees or fees
 will be deducted directly from your account through the Qualified Custodian holding your funds and
 securities. We will deduct our advisory fee only when you have given our firm written authorization
 permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver
 an account statement to you at least quarterly. These account statements will show all
 disbursements from your account. We will also receive a duplicate copy of your account statements.

 We treat cash and cash equivalents as an asset class. Accordingly, unless otherwise agreed in writing,
 all cash and cash equivalent positions (e.g., money market funds, etc.) are included as part of assets
 under management for purposes of calculating the firm’s advisory fee. At any specific point in time,
 depending upon perceived or anticipated market conditions/events (there is no guarantee that such
 anticipated market conditions/events will occur), we may maintain cash and/or cash equivalent
 positions for defensive, liquidity, or other purposes. While assets are maintained in cash or cash
 equivalents, such amounts could miss market advances and, depending upon current yields, at any
 point in time, our advisory fee could exceed the interest paid by your cash or cash equivalent
 positions.

 Margin is the money borrowed from a broker using the securities in your account as collateral to
 purchase an investment or for you to use for your own purposes. Unless otherwise agreed in writing,
 we do not utilize margin in your account. The net balance of your account after accounting for the
 margin loan plus the value of securities purchased with a margin loan is called the gross account
 balance. If your account has a gross account balance that is greater than the net account balance, the
 net account balance will be used as part of your assets under management for the purposes of
 calculating our advisory fee.

Red Tortoise, LLC
Form ADV Part 2A Brochure

 We have a fiduciary duty to provide services consistent with your best interest. As part of our
 investment advisory services, we will review your portfolio on an ongoing basis to determine if any
 changes are necessary based upon various factors, including but not limited to investment
 performance, style drift, account additions/withdrawals, your financial circumstances, and changes
 in your investment objectives. Based upon these and other factors, there may be extended periods of
 time when we determine that changes to your portfolio are neither necessary nor prudent.
 Notwithstanding, unless otherwise agreed in writing, our annual investment advisory fee will
 continue to apply during these periods, and there can be no assurance that investment decisions
 made by us will be profitable or equal any specific performance level(s).

 We may deduct the fee from a designated account to facilitate billing. We recommend that you
 review the custodial statement(s) to verify the accuracy of the fee calculation. Please call our office
 number, located on the cover page of this brochure, if you have any questions about your statement.

 The Investment Advisory Agreement between you and Red Tortoise will stay in effect until either
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Types of Clients - Item 7

 We generally offer investment advisory services to individuals, trusts, estates, charitable
 organizations, corporations, and other business entities.

 We require a minimum of $500,000 to open and maintain an advisory account. At our sole discretion,
 we may waive this requirement. This requirement can be met by combining two or more accounts
 owned by you or related family members.

                  Methods of Analysis, Investment Strategies and Risk of Loss - Item 8

 Red Tortoise primarily uses fundamental and technical analysis. Fundamental analysis is a technique
 that attempts to determine a security’s value by focusing on underlying factors that affect a
 company's actual business and its future prospects. The term refers to the analysis of the economic
 well-being of a financial entity as opposed to only its price movements. Technical analysis is a
 technique that relies on the assumption that current market data (such as charts of price, volume,
 and open interest) can help predict future market trends, at least in the short term. It assumes that
 market psychology influences trading and can predict when stocks will rise or fall.

 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.
    • Short-Term Purchases – securities held for less than a year.
    • Trading – securities held for less than 30 days.
    • Covered Options – covered option strategies are a variety of strategies in which an investor
       writes an option contract while at the same time owning an equivalent number of shares of
       the underlying stock.

 The investment advice provided along with the strategies suggested by Red Tortoise 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 will be
 appropriate for you in light of your experience, objectives, financial resources, and other relevant
 circumstances.

 Investing in securities involves the risk of loss that you should be prepared to bear. Because each of
 our clients may pursue a tailored investment strategy, some of the following risks will not pertain
 to your account however you should be aware of these risks. This is not intended to be a
 comprehensive list of all risks.

 General Investment Risk: All investments come with the risk of losing money. Investing involves
 substantial risks, including the complete possible loss of principal plus other losses, and may not be

Red Tortoise, LLC
Form ADV Part 2A Brochure

 suitable for many members of the public. Investments, unlike savings and checking accounts at a
 bank, are not insured by the government to protect against market losses. Different market
 instruments carry different types and degrees of risk and you should familiarize yourself with the
 risks involved in the particular market instruments you intend to invest in.

 Loss of Value: There can be no assurance that a specific investment will achieve its investment
 objectives and past performance should not be seen as a guide to future returns. The value of
 investments and the income derived may fall as well as rise and investors may not recoup the original
 amount invested. Investments may also be affected by any changes in exchange control regulation,
 tax laws, withholding taxes, international, political, and economic developments, and government,
 economic or monetary policies.

 Interest Rate Risk: Fixed income securities and funds that invest in bonds and other fixed income
 securities may fall in value if interest rates change. Generally, the prices of debt securities rise when
 interest rates fall, and their prices fall when interest rates rise. Longer-term debt securities are
 usually more sensitive to interest rate changes.

 Credit Risk: Investments in bonds and other fixed income securities are subject to the risk that the
 issuer(s) may not make required interest payments. An issuer suffering an adverse change in its
 financial condition could lower the credit quality of a security, leading to greater price volatility of the
 security. A lowering of the credit rating of a security person may also offset the security's liquidity,
 making it more difficult to sell. Funds investing in lower-quality debt securities are more susceptible
 to these problems and their value may be more volatile.

 Foreign Exchange Risk: Foreign investments may be affected favorably or unfavorably by exchange
 control regulations or changes in the exchange rates. Changes in currency exchange rates may
 influence the share value, the dividends or interest earned and the gains and losses realized.
 Exchange rates between currencies are determined by supply and demand in the currency exchange
 markets, the international balance of payments, governmental intervention, speculation, and other
 economic and political conditions. If the currency in which a security is denominated appreciates
 against the US Dollar, the value of the security will increase. Conversely, a decline in the exchange
 rate of the currency would adversely affect the value of the security.

 Preferred Securities Risk: Preferred Securities have similar characteristics to bonds in that preferred
 securities are designed to make fixed payments based on a percentage of their par value and are
 senior to common stock. Like bonds, the market value of preferred securities is sensitive to changes
 in interest rates as well as changes in issuer credit quality. Preferred securities, however, are junior to
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