XCEL Wealth Management LLC

FEES & COMPENSATION

     Portfolio Management

     Portfolio management is provided on an asset-based fee arrangement. Management fees are
     calculated based on the aggregate market value of your account on the last business day of the
     previous calendar quarter multiplied by one-fourth of the corresponding annual percentage
     rate for each portion of your portfolio assets that fall within each tier (See “Billing” below
     under “Protocols for Portfolio Management” for more information.).

     We retain discretion to negotiate the management fee within each tier on a client-by-client
     basis depending on the size and complexity of the portfolio managed. In addition, a fee break
     will occur as assets in your portfolio increase past the following tier:

                                                                                                                                   Annual Fee
                            Account Value                                                                                             Rate
                                                                                                                                      Not to Exceed

                               First $2,000,000 ...............................................                                         1.50%
                               Over $2,000,000 ..............................................                                           0.75%

     We do not require a minimum initial investment to open a managed account; however, we
     retain the option to accept your request for us to manage your Portfolio regardless of the
     account size.

         Protocols for Portfolio Management

         The following protocols establish how we handle our portfolio management accounts and
         what you should expect when it comes to: (i) managing your account; (ii) your bill for
         investment services; and (iii) other fees charged to your account(s).

             Discretion
             Over than for certain retirement plans, we will establish discretionary trading authority on
             all management accounts to execute securities transactions at any time without your prior
             consent or advice. You may, however, impose restrictions, in writing, on our discretionary
             authority (i.e., limit the types/amounts of particular securities purchased for your account,
             exclude the ability to purchase securities with an inverse relationship to the market, limit
             our use of leverage, etc.).

             Billing
             Your account will be billed a blended fee quarterly in arrears based on the fair market
             value for the portion of your portfolio that fall within each tier of our fee schedule. For
             example:

                              Account Value:                                          Annual Fee %           Tier Fee Contribution
                              $5,000,000                                                      (Per Tier)   (Based on the Account Value Within Each Tier)

                              First $2,000,000                                                1.50%                        0.60%
                              Next $3,000,000                                                 0.75%                        0.45%
                              Blended Annual Fee %                                                                         1.05%

Form ADV: Part 2A                                                                                                                                     Xcel Wealth Management, LLC
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                                                                                                 DISCLOSURE BROCHURE

             For new managed accounts opened in mid-quarter, our fee will be based upon a pro-rated
             calculation of your assets managed for the prior quarterly period. Advisory fees will be
             deducted first from any money market funds or cash balances. If such assets are
             insufficient to satisfy payment of such fees, a portion of the account assets will be
             liquidated to cover the fees.

             Fee Exclusions
             The above fees for all of our management services are exclusive of any charges imposed by
             the custodial firm including, but not limited to: (i) any Exchange/SEC fees; (ii) certain
             transfer taxes; (iii) service or account charges, including, postage/handling fees, electronic
             fund and wire transfer fees, auction fees, debit balances, margin interest, certain odd-lot
             differentials and mutual fund short-term redemption fees; and (iv) brokerage and
             execution costs associated with securities held in your managed account. There can also
             be other fees charged to your account that are unaffiliated with our management services.

             In addition, all fees paid to us for portfolio management services are separate from any
             fees and expenses charged on mutual fund shares by the investment company or by the
             investment advisor managing the mutual fund portfolios. These expenses generally include
             management fees and various fund expense, such as: redemption fees, account fees, and
             purchase fees may occur but are the exception within managed accounts at institutional
             custodians. A complete explanation of these expenses charged by the mutual funds is
             contained in each mutual fund’s prospectus. You are encouraged to carefully read the
             fund prospectus.

         Termination of Investment Services

         To terminate investment advisory services, either party (you or us) by written notification to
...

TYPES OF CLIENTS

     The types of clients we offer advisory services are described above under “Who We Are” in the
     Item 4, the “Advisory Business” section. We do not have minimum account size requirements.

Form ADV: Part 2A                                                                                     Xcel Wealth Management, LLC
© eAdvisor Compliance, Inc. – Disclosure Brochure Design Layout. www.eAdvisorCompliance.com

                                                                                                 DISCLOSURE BROCHURE