Overview
- Headquarters
- Falls Church, VA
- Average Client Assets
- $2.3 million
- Minimum Account Size
- $500,000
- SEC CRD Number
- 111291
Fee Structure
Primary Fee Schedule (WRAP BROCHURE)
| Min | Max | Marginal Fee Rate |
|---|---|---|
| $0 | $500,000 | 1.75% |
| $500,001 | $2,000,000 | 1.50% |
| $2,000,001 | $4,000,000 | 1.40% |
| $4,000,001 | $10,000,000 | 1.30% |
| $10,000,001 | and above | 1.20% |
Illustrative Fee Rates
| Total Assets | Annual Fees | Average Fee Rate |
|---|---|---|
| $1 million | $16,250 | 1.62% |
| $5 million | $72,250 | 1.44% |
| $10 million | $137,250 | 1.37% |
| $50 million | $617,250 | 1.23% |
| $100 million | $1,217,250 | 1.22% |
Clients
- HNW Share of Firm Assets
- 61.74%
- Total Client Accounts
- 18,098
- Discretionary Accounts
- 18,089
- Non-Discretionary Accounts
- 9
Services Offered
Services: Financial Planning, Portfolio Management for Individuals, Portfolio Management for Companies, Portfolio Management for Institutional Clients, Investment Advisor Selection
Regulatory Filings
Additional Brochure: ADV PART 2A BROCHURE (2026-01-30)
View Document Text
AZZAD ASSET MANAGEMENT, INC.
FIRM BROCHURE (FORM ADV PART 2A)
For clients and prospective clients of Azzad Asset Management
JANUARY 30, 2026
Azzad Asset Management, Inc.
3141 Fairview Park Drive, Suite 355
Falls Church, VA 22042
Phone: (888) 862-9923
www.azzadasset.com
hello@azzadasset.com
1. Cover page
This brochure provides information about the qualifications and business practices of Azzad Asset
Management, Inc. (“Azzad”). If you have any questions about the contents of this brochure, please
contact our Chief Compliance Officer, Lejeana Love, at (202) 750-9093 or by email at
llove@kbc.team. The information in this brochure has not been approved or verified by the United
States Securities and Exchange Commission or by any state securities authority.
Azzad is a Registered Investment Adviser. Registration with the United States Securities and
Exchange Commission or any state securities authority does not imply any level of skill or training.
The oral and written communications of an Adviser provide you with information you can use to
determine whether to hire or retain an Adviser.
Additional information about Azzad Asset Management, Inc. is available on the SEC’s website at
www.adviserinfo.sec.gov. You can search this site by using a unique identifying number known as
a “CRD number.” Our firm’s CRD number is 111291.
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2. Material Changes
The following material changes have been made since our last filing:
•
Item 4 to update the firm’s assets under management as of December 31, 2025 and
expanded disclosure regarding recommendations of qualified rollovers.
• Lejeana Love has assumed the role of Chief Compliance Officer.
Azzad may, at any time, update this brochure and either: (1) send you a copy without charge; or
(2) provide a summary of the material changes and offer to send you a copy of the ADV Part 2
without charge, provided the offer is accompanied by certain contact information. Pursuant to SEC
Rules, we will ensure that you receive a summary of any material changes to this and subsequent
Brochures within 120 days of the close of our business’ fiscal year. We may further provide other
ongoing disclosure information about material changes, as necessary.
A copy of Azzad’s Brochure may be requested by contacting the Chief Compliance Officer,
Lejeana Love, at 202.750.9093 or llove@kbc.team.
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3. Table of Contents
1. Cover page ............................................................................................................................................ 1
2. Material Changes .................................................................................................................................. 2
3. Table of Contents .................................................................................................................................. 3
4. Advisory Business ................................................................................................................................ 5
A. Ownership/Adviser History .............................................................................................................. 5
B. Advisory Services Offered ................................................................................................................ 6
C. Tailored Services .............................................................................................................................. 9
D. Wrap Program ................................................................................................................................... 9
E. Clients Assets Managed .................................................................................................................... 9
5. Fees and Compensation ........................................................................................................................ 9
A. Ethical Wrap Program ....................................................................................................................... 9
B. Azzad Funds Advisory Services ..................................................................................................... 13
6. Performance-Based Fees and Side by Side Management ................................................................... 13
7. Types of Clients .................................................................................................................................. 13
A. Types of Clients .............................................................................................................................. 13
B. Account Minimums ........................................................................................................................ 13
8. Methods of Analysis, Investment Strategies and Risk of Loss ........................................................... 14
A. Methods of Analysis and Investment Strategies ............................................................................. 14
B.
Investment Risks ............................................................................................................................. 16
C. Other Investment Risks ................................................................................................................... 17
9. Disciplinary Information ..................................................................................................................... 19
10.
Other Financial Industry Activities and Affiliations ...................................................................... 19
11.
Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ................. 20
A. Description ...................................................................................................................................... 20
B. Material Interest in Securities ......................................................................................................... 20
C.
Investing or Recommending in the Same Securities ....................................................................... 20
12.
Brokerage Practices ....................................................................................................................... 21
A. Recommendation Criteria ............................................................................................................... 21
B. Research and Other Soft Dollar Benefits ........................................................................................ 22
C. Brokerage for Client Referrals ........................................................................................................ 23
D. Directed Brokerage ......................................................................................................................... 23
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E. Trade Aggregation .......................................................................................................................... 24
13.
Review of Accounts ....................................................................................................................... 24
A. Periodic Reviews ............................................................................................................................ 24
B. Other Reviews ................................................................................................................................. 25
C. Reports ............................................................................................................................................ 25
14.
Client Referrals and Other Compensation ..................................................................................... 25
A. Other Compensation ....................................................................................................................... 25
B. Client Referrals ............................................................................................................................... 26
15.
Custody .......................................................................................................................................... 27
16.
Investment Discretion .................................................................................................................... 27
17.
Voting Client Securities ................................................................................................................. 28
18.
Financial Information..................................................................................................................... 28
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4. Advisory Business
A. Ownership/Adviser History
Our History
Azzad Asset Management, Inc. (“Azzad,” “we” or the “firm”) has specialized in socially
responsible Islamic investing since our founding in 1997. Based in Northern Virginia, we have
earned a reputation for our ethical investment philosophy and our active equity strategies.
Azzad was formed as a Delaware corporation in 1997 and subsequently registered as an investment
adviser with the Securities and Exchange Commission on August 21, 2000.
Our Principles
We believe that sustainable companies operating responsibly and in ethical lines of business offer
the best opportunities for shareholder returns. We believe that such companies offer relatively less
business risk and are in a better position to thrive. We integrate our socially responsible Islamic
investment philosophy with our disciplined investment process to build portfolios that are in line
with our core values.
Our People
Azzad’s models, asset allocation strategies and managers are overseen by an Investment
Committee (the “Committee”) that meets regularly. The Committee reviews, analyzes and
discusses the various forces and factors that affect the financial markets and, in turn, the portfolios
we manage and oversee. The Committee’s review includes (but is not restricted to)
macroeconomic trends, risk/reward profiles for various markets, strategy allocations, portfolio
characteristics, and performance. The Investment Committee is assisted by Azzad’s independent
investment consulting firm.
Bashar Qasem, President & Senior Investment Adviser Representative
Mr. Qasem is the founder of our firm, the principal owner, the Chief Executive Officer, and Senior
Investment Adviser Representative. Mr. Qasem has extensive experience in the financial
investment world, particularly in Islamic finance, having spent over 25 years managing Azzad
Asset Management, Inc. and serving as Chairman of the Azzad Funds since their inception. He
holds Bachelor of Science degrees in electrical engineering, and previously held securities licenses
6, 63, & 26. He currently holds FINRA Series 65. He also earned the designation of Certified
Shari’ah Auditor & Adviser (C.S.A.A.) from Accounting and Auditing Organization of Islamic
Financial Institutions (AAOIFI) in 2009.
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B. Advisory Services Offered
Azzad offers the following services to its clients:
Ethical Wrap Program
We manage client accounts through a wrap program called the Azzad Ethical Wrap Program
(“Ethical Wrap Program” or “Program”) that we also sponsor. Prior to enrolling in the Ethical
Wrap Program, the client must execute a written Investment Advisory Agreement with Azzad that
defines the terms and conditions of a client participating in the Program. For a predetermined
“wrap” fee (based on a percentage of assets under management), the Program offers investment
management services (i.e., investment advisory, brokerage, custody) and financial planning. The
client will have access to an Azzad Investment Adviser Representative (“IAR”) whose fiduciary
duty is to assist in the overall management of the client’s account(s). The client’s IAR will assist
in determining his or her investor profile (this includes identifying their goals, objectives, risk
tolerance, and liquidity needs) and then selecting an appropriate asset allocation strategy. The IAR
is available for direct telephone conversations with clients at their request, and at least once a
quarter.
Specific services or features offered in the Ethical Wrap Program include an assessment of client
investment needs and objectives, account rebalancing, and continuing evaluation of investment
performance. Depending on market conditions, our views on the markets, and other factors, an
asset allocation model may change. Changes in our asset allocation models are conducted without
consulting our clients. Clients must notify their IAR of any changes to their financial situation.
Such changes may affect a client’s investor profile, which may necessitate a change in the strategy
assigned. For example, if a client anticipates retiring earlier than previously stated, he or she will
want to share that information with his or her advisor. An IAR may recommend changing a strategy
to reduce risk level (conversely, there may be other life situations where an advisor may
recommend increasing a client’s risk level to meet investment goals).
Under the Program, clients have access to a broad range of financial planning services which may
include tax-related and other non-investment related matters. The services provided by Azzad may
include developing a financial plan, tax planning, retirement planning, estate planning, education
planning, insurance planning and charitable planning. To perform its services, Azzad is not
required to verify any information received from the client or from the client’s other professionals
(e.g., attorney, accountant, etc.) and is expressly authorized to rely on information provided by the
client.
Azzad does not serve as a law firm, accounting firm, charity administrator or insurance agency,
and no portion of Azzad’s services should be construed as legal, accounting, charitable
administrator, or insurance implementation services. Accordingly, Azzad does not prepare estate
planning documents, tax returns, or sell insurance products. To the extent requested by a client,
Azzad may recommend the services of other professionals for certain non-investment
implementation purposes (i.e., attorneys, accountants, insurance agents, charity administrators,
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etc.). Clients are under no obligation to engage in the services of any such recommended
professional. The client retains absolute discretion over all such implementation decisions and is
free to accept or reject any recommendation made by Azzad or its representatives. However, if the
client engages any unaffiliated recommended professional, and a dispute arises thereafter relative
to such engagement, the client agrees to seek recourse exclusively from and against the engaged
professional.
Depending on the allocation chosen, client assets will be allocated among various portfolios
consisting of individual securities that comply with our investment philosophy. Each portfolio is
managed by independent and affiliated portfolio managers. In addition, assets may be allocated
into the Azzad Funds, for which Azzad Asset Management serves as investment adviser. Clients
are not charged a wrap program fee on assets that are invested in the Azzad Funds. Independent
managers are compensated a portion of the wrap fee pursuant to an agreement. We conduct
ongoing monitoring, due diligence, and continuing evaluation of investment performance for each
of our independent portfolio managers to ensure that they are a right fit for our Program.
All wrap accounts are maintained by a qualified and unaffiliated custodian and broker-dealer that
provides custodial, clearing and brokerage duties. We generally recommend that clients utilize the
custody, brokerage and clearing services of Goldman Sachs & Company, Charles Schwab & Co.,
Inc., or Fidelity Brokerage Services, LLC, members FINRA/SIPC. We do not have physical
custody of client assets. Custodial, brokerage and clearing services are included in your wrap fee.
Prior to becoming a client with our firm, clients must execute a written agreement with Azzad
which defines the terms and conditions of the program. Clients also must execute a separate
custodial/clearing/brokerage agreement with the custodian.
Advisory Services to the Azzad Funds
We provide investment management services as an adviser under an advisory agreement to the
following portfolios registered under the Investment Company Act of 1940: Azzad Ethical Fund
(ADJEX) and Azzad Wise Capital Fund (WISEX) (collectively, the “Funds”). These no-load
mutual funds are affiliated with Azzad, and their fees are based on assets under management. The
Funds are available through prospectus only; a prospectus is available free of charge by calling the
Funds’ transfer agent at 888-350-3369 or online at https://azzadasset.com/azzad-funds/.
Under the terms of the investment advisory agreement with the Funds, Azzad is responsible for
formulating the Funds’ investment program.
ADDITIONAL DISCLOSURES
ERISA / IRC Fiduciary Acknowledgment. When Azzad provides investment advice to a client
about the client’s retirement plan account or individual retirement account, it does so as a fiduciary
within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or
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the Internal Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts.
Because the way Azzad makes money creates certain conflicts with client interests, Azzad operates
under a special rule that requires it to act in the client’s best interest and not put its interests ahead
of the client’s. Under this special rule’s provisions, Azzad must: meet a professional standard of
care when making investment recommendations (give prudent advice); never put its financial
interests ahead of the client’s when making recommendations (give loyal advice); avoid
misleading statements about conflicts of interest, fees, and investments; follow policies and
procedures designed to ensure that Azzad gives advice that is in the client’s best interest; charge
no more than is reasonable for Azzad’s services; and give the client basic information about
conflicts of interest.
Retirement Plan Rollovers –: A client or prospective client leaving an employer typically has four
options regarding an existing retirement plan: (i) leave the money in the former employer’s plan,
if permitted, (ii) roll over the assets to the new employer’s plan, if one is available and rollovers
are permitted, (iii) roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the
account value (which could, depending upon the client’s age, result in adverse tax consequences).
Clients may engage in a combination of these options and each has advantages and disadvantages.
Before making a change we encourage you to speak with your CPA and/or tax attorney. If Azzad
recommends that a client roll over their retirement plan assets into an account to be managed by
Azzad, such a recommendation creates a conflict of interest if Azzad will earn an advisory fee on
the rolled over assets. No client is under any obligation to roll over retirement plan assets to an
account managed by Azzad.
As part of our investment advisory services to you, Azzad may recommend that you withdraw the
assets from your employer's retirement plan and roll the assets over to an individual retirement
account ("IRA") that Azzad will manage on your behalf. If you elect to roll the assets to an IRA
that is subject to Azzad management, we will charge you an asset-based fee as set forth in the
agreement you executed with our firm. We are fiduciaries under the Investment Advisers Act of
1940 and when we provide investment advice to you regarding your retirement plan account or
individual retirement account, we are also fiduciaries within the meaning of Title I of the Employee
Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws
governing retirement accounts. This practice presents a conflict of interest because persons
providing investment advice on our behalf have an incentive to recommend a rollover to you for
the purpose of generating fee-based compensation rather than solely based on your needs. As a
fiduciary, we are required to document the reason(s) for why the recommendation we made is in
your best interest. Azzad also mitigates this conflict by waiving program fees invested in the Azzad
Mutual Funds.
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C. Tailored Services
All Ethical Wrap Program and Financial Planning Services are individualized or tailored to each
client’s needs, goals, risk appetite, and objectives. Clients complete a risk assessment
questionnaire, financial planning questionnaire and/or interview used to create an Investment
Policy Statement tailored to meet client’s current situation. Clients may impose reasonable trade
restrictions, subject to approval by the Firm. However, if the restrictions prevent Azzad or its
representatives from properly servicing the account, or if the restrictions require Azzad to deviate
from its standard services, Azzad reserves the right to terminate the relationship. Additionally, at
your request, Azzad will remove the Azzad Funds from your Ethical Wrap Program account.
Clients are advised that it remains their responsibility to promptly notify Azzad if there is ever any
change in their financial situation, investment objectives, or if they wish to impose reasonable
the purpose of reviewing, evaluating, or revising Azzad’s previous
restrictions for
recommendations and/or services. In performing its services, Azzad shall not be required to verify
any information received from the client or from the client’s other professionals and is expressly
authorized to rely thereon.
D. Wrap Program
Azzad sponsors the Ethical Wrap Program that is described in Item 4.B, above. Additional
information about the Ethical Wrap Program can be found in Part 2A, Appendix 1 (the “Wrap Fee
Program Brochure”), which can be requested free of charge by calling 888.862.9923. Azzad does
not manage wrap accounts in a different fashion than non-wrap accounts. We manage all our
accounts according with our socially responsible Islamic investment philosophy. As further
described in the Wrap Fee Program Brochure, Azzad receives a portion of the wrap fee for its
services.
E. Clients Assets Managed
As of December 31, 2024, the Firm manages approximately $1,819,099,866 in discretionary assets
and approximately $18,094,059 in nondiscretionary assets.
5. Fees and Compensation
A. Ethical Wrap Program
The annual wrap fee is based on a percentage of assets under management and is paid monthly in
advance in accordance with the following fee schedule:
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Market Value
$0-$500,000
$500,001-$2,000,000
$2,000,001-$4,000,000
$4,000,001-$10,000,000
$10,000,001 and over
Annual Fee
1.75% on the first $500,000
1.5% on the next $1,500,000
1.4% on the next $2,000,000
1.3% on the next $6,000,000
1.2% on assets over $10 million
As mentioned previously, these fees are inclusive of brokerage, custodial, investment
management, and advisory services. A portion of the wrap fee is payable to your Azzad Investment
Adviser Representative. The custodian may charge clients special service charges such as wire
transfer and check fees (not included in the above wrap fee) but clients may use other payment
methods at no charge (such as electronic funds transfers). Clients may request a detailed
description of such fees from their representative.
In certain circumstances, clients whose advisory accounts are held at Fidelity Brokerage Services
(“Fidelity”) will incur additional transaction fees for trades executed via individual transaction
charges when choosing to receive paper delivery of their statements. These transaction fees are
separate from our firm’s wrap fees and will be charged by Fidelity. Clients may avoid these
transaction fees for U.S. listed equities and exchange traded funds by either opting into electronic
delivery of statements or maintaining at least $1 million in assets at Fidelity.
A client’s actual fees will depend on their allocation and total household assets under management
with Azzad. Depending on unique circumstances (another existing account relationship with a
client, expected dramatic account growth, account type, special conditions, etc.), fees may be
subject to negotiation. The specific way fees are charged by Azzad is established in a client’s
written agreement with us. We reserve the right to charge clients wrap fees that are lower than the
above fee schedule.
We provide “householding” billing for clients who maintain their accounts at Charles Schwab &
Co., Inc., or Fidelity Brokerage Services, LLC. In those cases, Azzad combines managed account
values for family members living in the same household at either custodian to increase the
managed asset total, and ultimately reduce the wrap fee based on the available breakpoints in the
fee schedule above. We provide limited “householding” for clients who maintain accounts at
Goldman Sachs. Only accounts opened with the same social security number or tax identification
number are “householded” in determining breakpoints in our fee schedule. In determining our fee,
we also do not “household” accounts held at Goldman Sachs with accounts held at Charles Schwab
& Co., Inc., or Fidelity Brokerage Services, LLC. For example, we would not combine the account
values for spouses sharing the same household who each own an account maintained at Goldman
Sachs to reduce the wrap fee based on the available breakpoints in the fee schedule above.
We reserve the right to lower your fees without obtaining your permission. However, we may not
increase your fees without thirty (30) days’ advance written notice.
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Clients who do not receive an Azzad Wrap Fee Program Brochure (Part 2A Appendix 1 of Form
ADV) prior to or at the time of opening a wrap account with Azzad, shall have the right to terminate
the wrap relationship without cost or penalty, within five (5) business days from the date of the
wrap agreement. Thereafter, in the event of the termination of our services, any unearned portion
of fees previously paid will be refunded. Clients may terminate their agreement with us at any time
by written notice delivered to Operations at Azzad Asset Management, 3141 Fairview Park Drive,
Suite 355, Falls Church, VA 22042.
How We are Paid
The annual wrap fee is generally based on a percentage of assets under management as determined
by the custodian and pursuant to the above standard fee schedule. Fees are paid in advance at the
beginning of each month. They are computed on the custodian’s reported valuation of assets under
management on the last day of the prior month and automatically debited from the client’s account.
Thereafter, if any prepayments of fees are made by advisory clients, such pre-payments are
prorated, and any unearned fees are refunded if services are terminated prior to the period for
which payments were to apply.
Other Fees You Should Understand
We are the investment adviser to the Azzad Funds. The Azzad Funds charge separate fees and
expenses not included in the above wrap fees (referred to as the Funds’ expense ratios). These
separate fees are described in the Funds’ prospectus and will generally include a management and
distribution fee.
A significant portion of our proprietary mutual fund sales are made through wrap accounts.
However, the wrap fees are waived on the portion of a client’s account that is invested in the Azzad
Funds. Although clients will not be charged a wrap fee on any assets invested in the Azzad Funds,
as noted previously, clients will still be charged separate fees and expenses associated with the
Funds. Clients should refer to the Azzad Funds’ prospectus https://azzadasset.com/azzad-funds/
for more information.
Clients may invest in the Azzad Funds directly outside of the Ethical Wrap Program. Clients who
choose to do so should review both the fees charged by the Funds and the wrap fees to fully
understand the total amount of fees and to evaluate the advisory services being provided. Clients
have full discretion to request the removal of the Azzad Funds from their wrap account.
Azzad is registered as an Investment Adviser under the Investment Advisers Act of 1940 and is
therefore qualified to be appointed an Investment Manager under section 402(c)(3) of ERISA. We
acknowledge that, regarding those clients for which we serve as an Investment Manager as defined
in section 3(38) of ERISA, we are a Fiduciary as defined in section 3(21)(A) of ERISA.
As Investment Adviser to the Azzad Funds, we are contractually obligated to waive all or a portion
of our management fees and to reimburse the Funds to the extent necessary to limit operating
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expenses to 0.99% of assets for the Azzad Ethical Fund and 0.89% for the Azzad Wise Capital
Fund. By increasing the assets in the Azzad Funds, we may be able to eliminate or reduce our
reimbursement obligation. Therefore, we have an incentive to allocate wrap assets into the Funds.
In addition, broker-dealers servicing our wrap accounts receive 12b-1 fees paid by investors
holding the Azzad Funds in their accounts.
For clients whose advisory accounts are held at Schwab, Schwab has eliminated commissions for
online trades of U.S. equities, ETFs, and options (subject to $0.65 per contract fee). This means
that, in most cases, when we buy and sell these types of securities on behalf of clients, clients will
not have to pay any commissions to Schwab. We encourage you to review Schwab’s pricing to
compare the total costs of entering into a wrap fee arrangement versus a non-wrap fee
arrangement. If you choose to enter into a wrap fee arrangement, your total cost to invest could
exceed the cost of paying for brokerage and advisory services separately. However, our
investment portfolios are not available to clients outside the wrap fee program. As Azzad absorbs
certain transaction costs in wrap accounts, Azzad may have a financial incentive not to place
transaction orders in those accounts since doing so increases its transaction costs. Thus, an
incentive exists to place trades less frequently in a wrap fee arrangement.
Mutal Fund Share Class
In many instances, the custodian makes available mutual funds in various classes of shares,
including shares designated as Class A Shares and shares designed for advisory programs, which
can be titled, for example, as “Class I,” “institutional,” “investor,” “retail,” “service,”
“administrative” share classes. The Class I Shares offered for a particular mutual fund in many
cases will not be the least expensive share class that the mutual fund makes available, and was
selected by the custodian in certain cases because the share class pays the custodian compensation
for the administrative and recordkeeping services the custodian provides to the mutual fund.
Clients should understand that another financial services firm may offer the same mutual fund at
a lower overall cost to the investor. In other instances, a mutual fund may offer only Class A
Shares, but another similar mutual fund may be available that offers Class I Shares. Class A Shares
typically pay the custodian a 12b-1 fee for providing shareholder services, distribution, and
marketing expenses (“brokerage- related services”) to the mutual funds. Class I Shares generally
are not subject to 12b-1 fees. As a result of the different expenses of the mutual fund share classes,
it is generally more expensive for a client to own Class A Shares than Class I Shares. An investor
in Class I Shares will pay lower fees over time, and keep more of his or her investment returns
than an investor who holds Class A Shares of the same fund. Other financial services firms may
offer the same mutual fund at a lower overall cost to the investor.
Azzad has a financial incentive to recommend Class A Shares in cases where both Class A and
Class I Shares are available. This is a conflict of interest which might incline Azzad, consciously
or unconsciously, to render advice that is not disinterested. Although the client will not be charged
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a transaction charge for transactions, Advisor pays the custodian a per transaction charge for
mutual fund purchases and sales in the account. Azzad generally does not pay transaction charges
for Class A Share mutual fund transactions accounts, but generally does pay transaction charges
for Class I mutual fund transactions. The cost to Azzad of transaction charges generally may be a
factor the Advisor considers when deciding which securities to select and whether or not to place
transactions in the account.
B. Azzad Funds Advisory Services
Azzad receives advisory fees under the terms of an investment advisory agreement with the Funds.
For its services, Azzad receives a fee at an annual rate of 0.80% (pursuant to a voluntary fee
waiver) of the Azzad Ethical Fund’s average daily net assets and 0.80% of the Azzad Wise Capital
Fund’s average daily net assets. Azzad has an agreement with the Funds to reimburse Azzad
Ethical Fund for expenses exceeding 0.99% of the Funds’ net assets in any given year and 0.89%
for Azzad Wise Capital Fund. Shareholders who wish to make redemptions from either fund may
do so by following its redemption procedures as outlined in the relevant prospectus.
6. Performance-Based Fees and Side by Side Managemen
Azzad does not charge any performance-based fees (fees based on a share of capital gains on or
capital appreciation of the assets of a client).
7. Types of Clients
A. Types of Clients
We provide investment management services to individuals (including high-net worth
individuals), corporate pension and profit-sharing plans, charitable institutions, foundations,
endowments, registered mutual funds, trust programs, small businesses, and other institutions.
B. Account Minimums
Minimum Wrap Account Size
We require a minimum dollar amount of assets under management of $500,000 for wrap accounts.
Under certain circumstances, Azzad may treat affiliated accounts (e.g., accounts of different family
members or multiple accounts for the benefit of the same person or persons) as one account for
purposes of satisfying the minimum size requirements. We reserve the right to accept clients with
lower minimum investment requirements for normal business reasons and considerations. We also
reserve the right to resign from the management of any individual account that falls below our
required investment minimum.
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Minimum Mutual Funds Account Size
For mutual fund accounts, Azzad requires a minimum initial investment as outlined in each Fund’s
prospectus. Generally, clients may invest in the Azzad Ethical Fund (ADJEX) with a minimum
account size of $1,000 and in the Azzad Wise Capital Fund (WISEX) with a minimum account
size of $4,000.
8. Methods of Analysis, Investment Strategies and Risk of Loss
A. Methods of Analysis and Investment Strategies
Wrap accounts include portfolios consisting of securities selected by each respective portfolio’s
model manager (“Independent Manager”) or Azzad’s internal investment team (“Azzad
Investment Team”). To assist in the management of a client’s account, Azzad hires Independent
Managers to manage the funds and various model portfolios. A client’s relationship, however, is
solely with Azzad. There is no communication, including consultations between the Independent
Manager and the client. Azzad continues to advise the client regarding asset allocation and other
financial decisions in their accounts. The Azzad Investment Team may also manage various model
portfolios for clients. Azzad may recommend that a client invest in one or more portfolios that is
managed by the Azzad Investment Team.
Each Independent Manager, using various available sources of information, has developed a
method of analysis, style, or specialty that we believe is suitable for our wrap account clients.
Independent Managers begin their investment process with our investment philosophy (described
below). They generally do not have direct or indirect responsibility for client accounts, nor do they
communicate with clients. Their sole responsibility is to manage the model portfolios they are
assigned within the wrap account. They will normally only recommend securities for a model
portfolio but have no or limited authority to effect account transactions.
The Azzad Investment Team and Independent Managers may use the following methods of
analysis when managing client assets:
FUNDAMENTAL ANALYSIS. The intrinsic value of a security is analyzed by reviewing
economic and financial factors (including the overall economy, industry conditions, and the
financial conditions and management of the company itself) to determine if the company is
underpriced (suggesting it may be a good time to buy) or overpriced (suggesting it may be time to
sell). Fundamental analysis does not attempt to anticipate market movements. There is risk in the
fact that the price of a security moves up or down along with the overall market, regardless of the
economic and financial factors considered in evaluating the stock.
CYCLICAL ANALYSIS. In this type of technical analysis, the movements of a stock against the
overall market are analyzed to predict the price movement of the security.
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QUANTITATIVE ANALYSIS. Mathematical modeling is used to obtain more accurate
measurements of a company’s quantifiable data, such as the value of a share price or earnings per
share, and to predict changes to that data. A risk in using quantitative analysis is that the models
used may be based on assumptions that prove to be incorrect, including usage of historical data,
which may present certain limitations.
QUALITATIVE ANALYSIS. In this type of analysis, factors that are difficult to quantify (such
as quality of management and operations, labor/client relations, strength of research and
development factors, legal and reputational aspects, which are not readily subject to measurement)
are evaluated to predict changes to share price based on that data. A risk in using qualitative
analysis is that our subjective judgment may prove incorrect.
ASSET ALLOCATION. Rather than focusing primarily on securities selection, we attempt to
identify an appropriate ratio of securities and fixed income suitable to the client’s investment goals
and risk tolerance. A risk of asset allocation is that the client may not participate in sharp increases
in a security, industry, or market sector. Another risk is that the ratio of securities and fixed income
will change over time due to stock and market movements and, if not corrected, will no longer be
appropriate for the client’s goals. In addition, the fixed income portion of Azzad’s Ethical Wrap
Program is not diversified because it invests solely in a proprietary mutual fund, the Azzad Wise
Capital Fund (WISEX).
THIRD PARTY MODEL MANAGERS. A risk of investing with a third-party manager who has
been successful in the past is that he/she may not be able to replicate that success in the future. In
addition, we do not control the underlying investments in a third-party manager’s portfolio (other
than enforcing our socially responsible Islamic screens). There is a risk that a manager may deviate
from the stated investment mandate or strategy of the portfolio, making it a less suitable investment
for our clients. Moreover, as we do not control the manager’s daily business and compliance
operations, we may be unaware of the lack of internal controls necessary to prevent business,
regulatory, or reputational deficiencies. To mitigate these risks, Azzad conducts ongoing due
diligence on the managers it hires in the Ethical Wrap Program.
SOCIALLY RESPONSIBLE ISLAMIC INVESTMENT PHILOSOPHY. Our investment
approach incorporates socially responsible Islamic investment screens with our affiliated and
independent portfolio managers’ specific investment process to deliver a portfolio that we believe
is promising. These screens include avoiding companies that earn more than 5% of their revenue
from the following lines of business: alcohol, tobacco, pork, gambling, pornography, defense
companies, insurance, and interest lending arrangements (which means we avoid most banks and
financial services companies). In addition to the above qualitative screens, we also incorporate
financial screens in our investment philosophy such as avoiding companies with excessive debt.
To assist portfolio managers in choosing stocks that comply with our investment philosophy, we
created a proprietary software application. ISFA (Investment Screening Filtering Application)
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helps managers automatically screen their stock universe(s) for compliance with our investment
guidelines. Once a security passes, it must then pass the manager’s investment process to be
included in the portfolio. However, we recognize that companies are dynamic, and their balance
sheets and lines of business can change periodically. Therefore, we continue to monitor all our and
our managers’ holdings to ensure that they remain in compliance with our investment philosophy.
Our managers also refrain from using certain investment techniques we believe are contrary to our
investment philosophy. These include, but are not limited to, buying, and selling on margin, short
selling, hedging, and using options trading.
Investment Strategies
Client accounts are invested in one of five asset allocation strategies ranging from conservative to
aggressive. Clients may also choose to work with their Investment Adviser Representatives to
develop different variations of these five asset allocation strategies. The strategies vary in their
exposure to different equity categories (diversified among international, large/mid/small, REITs,
and others) and fixed income (as represented by the Azzad Wise Capital Fund). Due to Azzad’s
investment philosophy, the fixed income portion of the strategies is not diversified and limited to
the Adviser’s proprietary mutual fund.
B. Investment Risks
Although we work hard to preserve capital and achieve real growth of client wealth, all investments
bear different types and degrees of risk and investing in securities involves risk of loss (including
loss of principal) that clients should be prepared to bear. No investment strategy can protect
against the risk of loss in the stock markets. Our managers use various investment techniques and
strategies to try to control risk in the portfolios they manage. Still, some investments have
significantly greater risks than others. Obtaining higher rates of return on investments entails
accepting higher levels of risk. Recommended investment strategies seek to balance risks and
rewards to achieve investment objectives. Clients need to ask questions about risks they do not
understand. We would be pleased to discuss them. Ultimately, however, there is no guarantee that
your investments will not lose money. Clients should understand that they could lose some or all
their investment and should be prepared to bear the risk of such potential losses.
We strive to render our best judgment on behalf of our clients. Still, we cannot assure or guarantee
clients that investments will be profitable or assure them that no losses will occur in an investment
portfolio. Past performance is an important consideration with respect to any investment or
investment adviser but is not a reliable predictor of future performance. We continuously strive
to provide outstanding long-term investment performance, but many economic and market
variables beyond our control can affect the performance of an investment portfolio.
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C. Other Investment Risks
American Depository Receipts. We may invest in American Depository Receipts (“ADR”), also
known as American depositary shares. An ADR is a receipt for the shares of a foreign-based
corporation held in the vault of a U.S. bank and entitling the shareholder to all dividends and
capital gains. Instead of buying shares of foreign-based companies in overseas markets, Americans
can buy shares in the U.S. in the form of ADRs. ADRs are available for hundreds of stocks from
numerous companies. ADRs make trading foreign securities in the U.S. easier by eliminating
currency exchange, legal obstacles, foreign ownership transfers and the need to trade on a foreign
exchange. While an ADR removes direct foreign currency ownership, the value of the ADR share
is still impacted by changes in the U.S. dollar to foreign currency exchange rate.
ADRs can be created/canceled through a custodian depository bank. The bank usually charges a
fee for conversion. If the ordinary shares are bought in the foreign market, those shares are sent to
the depository custodian where they are converted from ordinary to ADR form. In the case of a
sale, the custodian cancels the ADR and delivers the ordinary shares. ADRs that are created in this
manner may have low trading liquidity on the U.S. exchanges. Selling a low liquidity ADR on a
US exchange may have excessive transaction costs. Thus, such shares may need to be sold in their
home foreign market and delivered through cancellation of their ADR.
Equity Securities. An account investing all its assets in common stocks bears the risk that the value
of the stocks it holds may decrease in response to the activities of an individual company or in
response to general market, business, and economic conditions. If this occurs, the account value
may also decrease.
Market Risk. This risk exists in all our accounts and means that the risk of the price of securities
in a market, a sector or an industry will fluctuate and that such movements might reduce an
investment’s value.
Concentration Risk. Concentrating investments in a country, region, market, and industry or asset
class means that performance will be more susceptible to loss due to adverse occurrences affecting
that country, region, market, and industry or asset class.
Non-Diversification Risk. Non-Diversification of investments means a portfolio may invest a large
percentage of its assets in securities issued by or representing a small number of issuers. Thus, the
portfolio’s performance may depend on the performance of a small number of issuers.
Small Companies. Typically, securities of small companies are less liquid than securities of large
companies. The stocks of small companies are generally more sensitive to purchase and sale
transactions and, therefore, the prices of such securities may be more volatile than those of larger
companies.
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Socially Responsible Islamic Investing Risks. We will invest in securities only if they meet both
our investment and socially responsible Islamic requirements, and as such, your return may be
lower than if we made decisions based solely on investment considerations. Moreover, our screens
typically exclude the stocks of most financial and utility companies. When these sectors are
outperforming, our portfolios may underperform their benchmarks. If we believe a company has
violated our socially responsible Islamic investment philosophy, then we will request that the
manager sell the security. This policy could result in the manager selling a security at an
inopportune time from a purely financial point of view. Moreover, it can create higher turnover
and lead to short-term tax consequences.
Tax Considerations. Our strategies and investments may have unique and significant tax
implications. However, unless we specifically agree otherwise, and in writing, tax efficiency is not
our primary consideration in the management of your assets. Regardless of your account size or
any other factors, we strongly recommend that you continuously consult with a tax professional
prior to and throughout the investing of your assets. Please note that decisions about cost basis
accounting methods will need to be made before trades settle, as the cost basis method cannot be
changed after settlement.
Cyber Security Risks and Disaster Recovery. Cybersecurity incidents and cyber-attacks have been
occurring globally at a more frequent and severe level and will likely continue to increase in
frequency in the future. Azzad and its service providers’ information and technology systems may
be vulnerable to damage or interruption from computer viruses or other malicious code, network
failures, computer and telecommunication failures, infiltration by unauthorized persons and
security breaches, usage errors by their respective professionals or service providers, power,
communications or other service outages and catastrophic events such as fires, tornadoes, floods,
hurricanes, and earthquakes. If unauthorized parties gain access to such information and
technology systems, they may be able to steal, publish, delete, or modify private and sensitive
information. Although Azzad has implemented, and service providers may implement or already
have implemented, various measures to manage risks relating to these types of events, such
systems could prove to be inadequate and, if compromised, could become inoperable for extended
periods of time, cease to function properly, or fail to adequately secure private information.
Breaches such as those involving covertly introduced malware, impersonation of unauthorized
users and industrial or other espionage may not be identified even with sophisticated prevention
and detection systems, potentially resulting in further hard and preventing it from being addressed
appropriately. The failure of these systems and/or disaster recovery plans for any reason could
cause interruptions in Azzad’s operations and result in a failure to maintain the security,
confidentiality, or privacy of sensitive information (including material non-public information in
connection with investments) and, potentially including personal information relating to clients, if
any.
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9. Disciplinary Information
On September 17, 2024, the SEC entered an Order Instituting Administrative and Cease-and-
Desist Proceedings, Making Findings and Imposing Remedial Sanctions and a Cease-and-Desist
Order (the “Order”). Specifically, the Order reflects the SEC’s finding that from the quarter ending
December 31, 2019, to the quarter ending September 30, 2023, Azzad had investment discretion
over at least $100 million of reportable 13F securities and was therefore obligated to file quarterly
Forms 13F beginning by at least February 2020. However, Azzad failed to file Forms 13F until
April 2024. In April 2024, Azzad filed fifty-two Forms 13F, which covered the period from the
quarter ending December 31, 2010, to the quarter ending September 30, 2023, inclusive. In
connection with the Order, Azzad agreed to: cease and desist from committing or causing any
violations of Section 13(f)(1) under the Securities Exchange Act of 1934 and Rule 13F-1
promulgated thereunder, the entry of a censure, and to pay a civil money penalty of $225,000. In
determining to accept Azzad’s offer of settlement, the SEC considered certain remedial acts
promptly undertaken by Azzad. Azzad consented to the entry of the Order without admitting or
denying the factual findings or conclusions of law. Additional details can be found at
https://www.sec.gov/files/litigation/admin/2024/34-101054.pdf. The Order and the underlying
settlement should not have any impact on client accounts or services received from Azzad.
10. Other Financial Industry Activities and Affiliations
Azzad sponsors and acts as Investment Adviser to the Azzad Funds family of no-load mutual funds
(investment companies) consisting of the Azzad Ethical Fund (ADJEX) and the Azzad Wise
Capital Fund (WISEX). We provide administration and investment management services to the
Azzad Funds. The portfolio manager of the Azzad Funds (overseen by an Investment Committee)
also manages various portfolios in our wrap accounts.
For the reasons above, we have an incentive to, and in fact may if we deem it suitable to, hold
shares of our affiliated mutual funds (Azzad Wise Capital Fund and/or Azzad Ethical Fund) in
client wrap accounts so that clients will have a complete picture of their assets. In such
circumstances, we will not charge our wrap program fee on these assets. However, clients should
understand that we will receive any fees paid by the Azzad Fund as disclosed in the applicable
prospectus for the Fund. That fee may be higher or lower than the fee a client may be paying on
other assets that we manage in the client’s wrap account.
Azzad does not select third party investment advisers for its clients. We only select independent
investment managers for our Ethical Wrap Program, which is described above under Item 4.B.
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11. Code of Ethics, Participation or Interest in Client Transactions and
Personal Trading
A. Description
Azzad has adopted a Code of Ethics for all supervised persons of the firm describing its high
standard of business conduct, and fiduciary duty to its clients. The Code of Ethics includes
provisions relating to the confidentiality of client information, a prohibition on insider trading,
restrictions on the acceptance of significant gifts and the reporting of certain gifts and business
entertainment items, and personal securities trading procedures, among other things. All
supervised persons at Azzad must acknowledge the terms of the Code of Ethics annually, or as
amended.
A complete copy of Azzad’s current Code of Ethics is available by sending a written request to
Azzad Asset Management, Inc., Attn: Compliance, 3141 Fairview Park Dr. Suite 355, Falls
Church, VA 22042, or by contacting Lejeana Love, Chief Compliance Officer, at 202.750.9093.
B. Material Interest in Securities
When acting as a portfolio manager to the Ethical Wrap Program, Azzad may recommend
inclusion of the Azzad Funds, the Azzad Ethical Fund (ADJEX) and Azzad Wise Capital Fund
(WISEX). This causes a conflict of interest because Azzad acts as the Investment Advisor to the
mutual funds and receives a separate fee for this service. As a result of this conflict, Azzad has
created several policies and procedures to mitigate the conflict of interest.
It is Azzad’s policy that our Investment Adviser Representatives should only make the
recommendation to use Azzad Funds when it is consistent with the client’s investment objectives.
In addition to their fiduciary duty to the client, Azzad has adopted a Code of Ethics that binds its
Investment Adviser Representatives. Furthermore, Azzad waives the wrap program fee on assets
invested in the Azzad Funds but does receive a management fee on these assets. Finally, the
Program’s clients have full discretion to request the removal of Azzad Funds from their accounts.
C. Investing or Recommending in the Same Securities
Subject to satisfying this policy and applicable laws, officers, directors, and employees of Azzad
and its affiliates may trade for their own accounts in securities that are recommended to and/or
purchased for Azzad’s clients. The Code of Ethics is designed to assure that the personal securities
transactions, activities and interests of the employees of Azzad will not interfere with (i) making
decisions in the best interest of advisory clients and (ii) implementing such decisions while, at the
same time, allowing employees to invest for their own accounts. Under the Code, certain classes
of securities have been designated as exempt transactions, based upon a determination that these
would materially not interfere with the best interests of our clients. In addition, the Code requires
pre-clearance of many transactions and restricts trading in close proximity to client trading activity.
Nonetheless, because the Code of Ethics in some circumstances would permit employees to invest
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in the same securities as clients, there is a possibility that employees might benefit from market
activity by a client in a security held by an employee. Employee trading is continually monitored
under the Code of Ethics, and to reasonably prevent conflicts of interest between Azzad and its
clients.
It is our policy that the firm will not affect any principal or agency cross-securities transactions for
client accounts. We also do not conduct cross trades between client accounts. Principal
transactions are generally defined as transactions where an adviser, acting as principal for its own
account or the account of an affiliated broker-dealer, buys from or sells any security to any
advisory client. A principal transaction may also be deemed to have occurred if a security is
crossed between an affiliated hedge fund and another client account. An agency cross transaction
is defined as a transaction where a person acts as an investment adviser in relation to a transaction
in which the investment adviser, or any person controlled by or under common control with the
investment adviser, acts as broker for both the advisory client and for another person on the other
side of the transaction. Agency cross transactions may arise where an adviser is dually registered
as a broker-dealer or has an affiliated broker-dealer.
12. Brokerage Practices
A. Recommendation Criteria
Azzad does not place client trades with an affiliated broker-dealer since it does not conduct its own
brokerage activities, therefore we must utilize the brokerage and clearing services of Goldman
Sachs Company, Charles Schwab & Co., Inc., and/or Fidelity Brokerage Services, LLC, members
FINRA/SIPC. We are independently owned and operated and not affiliated with any broker-dealer.
Unless we receive specific directions from a client regarding the placement of brokerage business,
we select the broker-dealer to effect clients’ transactions. We consider various factors in selecting
a broker, including, but not limited to: the broker’s execution capability, custodial and other
services provided by the broker that are expected to enhance our general portfolio management
capabilities, sound financial condition, reputation and integrity and the broker’s knowledge of
market, securities, and industries, as well as the broker’s responsiveness. Commission rates paid
on securities transactions must also reflect comparative market rates. However, the lowest possible
commission cost alone does not determine brokerage selection. Another important consideration
is acceptable record keeping, e.g., timely and accurate written confirmations and statements.
As stated previously, wrap accounts are not charged a separate brokerage fee and do not incur
commission costs outside of the wrap fee. Azzad strives to execute each client’s securities
transactions in such a manner that the client’s total costs or proceeds in each transaction are the
most favorable under the circumstances. Schwab’s asset-based fees applicable to our client
accounts were negotiated based on our commitment to maintain $65 million of our clients’ assets
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in accounts at Schwab. This commitment benefits you because the overall asset-based fees you
pay are lower than they would be if we had not made this commitment.
Azzad periodically and systematically reviews its policies and procedures regarding its
recommendation of broker-dealers considering its duty to obtain best execution.
Azzad’s sub-advisers have discretion to determine which broker-dealer(s) they will use, and the
commission rates paid by Azzad Fund shareholders for the Azzad Funds. As the investment adviser
to the Azzad Funds, Azzad has implemented policies and procedures in place to oversee the Funds’
sub-advisers’ brokerage selection and review process.
B. Research and Other Soft Dollar Benefits
“Soft dollars” are defined as a form of payment investment firms can use to pay for goods and
services such as subscriptions or research. When an investment firm gives its business to a
brokerage firm, the brokerage firm in return can agree to use some of its revenue to pay for these
types of services. Azzad does not have arrangements to receive soft dollar benefits in connection
with securities transactions in the Azzad Funds. As stated above, each Fund sub-adviser has full
discretion to place buy and sell orders with or through such broker-dealers as it may deem
appropriate. It is the policy and practice of Azzad to strive for the best price and execution that are
competitive in relation to the value of the transaction (“best execution”).
Although Azzad does not have any arrangements to receive soft dollar benefits in connection with
client securities transactions for its wrap or other investment advisory accounts, it may be eligible
to receive certain economic benefits from the broker-dealer it selects for its clients. By selecting
Goldman Sachs, Azzad may be eligible to receive certain economic benefits that are typically not
available to retail clients. These benefits include the following products and services (either
without cost or at a discount): duplicate client statements and confirmations, the ability to have
advisory fees deducted directly from client accounts, access to an electronic communications
network for client order entry and account information, and consulting services. However, the
benefits received by Azzad through participation in the broker-dealer’s institutional program do
not depend on the amount of brokerage transactions directed to it.
Azzad may recommend that certain clients establish brokerage accounts with Schwab Advisor
Services (“Schwab”) a division of Charles Schwab & Co., Inc., to maintain custody of clients’
assets and to effect trades for their accounts. The final decision to custody assets with Schwab or
other broker-dealers is at the discretion of the client.
If clients choose to use Schwab, Azzad is required to disclose the economic benefits made available
to the Firm by Schwab. Azzad, however, may choose not to take advantage of these additional
economic benefits, while retaining the brokerage services of Schwab. Schwab Advisor Services
offers certain additional services to clients such as brokerage, execution of securities transactions,
custody, research, etc. For Azzad clients’ accounts maintained in Schwab’s custody, Schwab
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generally does not charge additional fees for custody services. Schwab is compensated by account
holders through commissions or other transaction-related, or asset-based fees for securities trades,
which are executed through them or that settle into their accounts.
Schwab also makes available to Azzad other products and services that may benefit the Firm but
may not directly benefit its clients’ accounts. Such benefits may include educational events
organized or sponsored by Schwab. Other potential benefits may include occasional business
entertainment of personnel of Azzad, such as invitations to sporting events, golf tournaments, and
other forms of entertainment, some of which may accompany educational opportunities.
Other products and services may assist Azzad in managing and administering clients’ accounts.
These include software and other technology (and related training) that provide access to client
account data (such as trade confirmations and account statements), facilitate trade execution (and
allocation of aggregated trade orders for multiple client accounts), provide research, pricing
information and other market data, facilitate payment of advisers’ fees from its clients’ accounts,
and assist with back-office training and support functions, recordkeeping and client reporting. If
the Firm chooses to take advantage of some of these offerings, these services may be used to
service Azzad clients’ accounts, including accounts not maintained at Schwab Advisor Services.
Schwab also makes available to Azzad other services intended to help the Firm manage and further
develop its business enterprise. These services may include professional compliance, and other
business operations services. Schwab may discount or waive fees it would otherwise charge for
some of these services or pay all or a part of the fees of a third-party providing these services to
advisers.
Clients should be aware, however, that the receipt of economic benefits by Azzad in and of itself
creates a potential conflict of interest and may indirectly influence Azzad’s selection for custody
and brokerage services. As a fiduciary, we endeavor to always act in our clients’ best interests.
Our recommendation that clients maintain their assets in accounts at a specific broker-dealer is
based solely on the nature, cost or quality of custody and brokerage services provided by the
broker-dealer regardless of any other products or services which may be provided to the Firm. We
are aware, however, that the availability of some of the foregoing products and services may create
a potential conflict of interest.
C. Brokerage for Client Referrals
Azzad does not have any arrangements to receive client referrals from any broker-dealer.
D. Directed Brokerage
Some clients may direct us in writing to a specific broker-dealer to execute securities transactions
for their accounts. When so directed, we may not be able to achieve the most favorable execution
of clients’ transactions. This can result in substantially higher fees, charges, or dealer concessions
in one or more transactions for the clients’ account because the Adviser cannot negotiate favorable
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prices. Subject to its duty of best execution, Azzad may decline a client’s request to direct
brokerage if, in Azzad’s sole discretion, such directed brokerage arrangements would result in
additional operational difficulties.
Azzad generally recommends that wrap clients open their accounts with Goldman Sachs Company,
Charles Schwab & Co., Inc., or Fidelity Brokerage Services, LLC, members FINRA/SIPC for
custody and brokerage services. If a client does not wish to place assets with these custodians, then
Azzad may not be able to manage the account as a wrap account.
E. Trade Aggregation
Azzad typically has complete discretion over the selection and quantity of securities to be brought
or sold without obtaining specific client consent. As noted above, Azzad seeks to obtain “best
execution” on each portfolio transaction for clients. As part of our effort to obtain best execution,
Azzad aggregates trades in individual securities for as many accounts as practicable, except where
subject to client direction constraints. Each account that participates in a block trade that is filled
at several different prices through multiple trades will receive the average share price.
When using Goldman Sachs to execute brokerage trades, Azzad conducts all its brokerage trades
through Window Trades. Instead of being executed immediately, Window orders are grouped
together by side and symbol, one or more times per day, and executed. The orders are collected
until each Window deadline. Orders placed after the last Window on any business day are generally
processed in the first Window of the next trading day. If a client wants to trade securities
immediately or requests to trade securities that cannot be traded through a Window, Azzad will
send a Direct Trade order immediately to the market for execution.
13. Review of Accounts
A. Periodic Reviews
Azzad strives to ensure compliance with each client’s investment guidelines, consistent with our
fiduciary responsibility to manage the account in a client’s best interests. We review our wrap
allocation models as well as the specific portfolios managed (by us and our independent managers)
frequently, with a specific review occurring monthly, and a more general review conducted at least
once a quarter. All portfolios are reviewed continuously rather than periodically. The portfolios
and allocation models are reviewed by the investment team and then overseen by an investment
committee that meets at least once a quarter (and more frequently when conditions warrant). The
Azzad Funds’ board of trustees, with Azzad’s assistance, also reviews the Azzad Funds’
portfolio(s) at least once a quarter.
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Investment Adviser Representatives also conduct reviews with their clients at least quarterly or
more frequently as warranted or requested by the client. Representatives meet with clients to
review their accounts and the advisory relationship.
B. Other Reviews
Additional reviews are conducted periodically depending on market conditions, economic or
political events, or by changes in a client’s financial situation, investment objectives and
guidelines, market conditions, reaching life milestones, and so forth.
C. Reports
Clients receive separate monthly account statements from their custodian detailing all cash and
asset transactions, activity, and holdings information. Statements are available electronically by
downloading them off the custodian’s website. Clients receive, by email, notifications that their
statements are ready for downloading. Clients may then log into their account(s) with a secure
username and password.
You may also access your performance information by using a portal maintained by an unaffiliated
company called Orion Advisor Services, LLC (“Orion”). Azzad has contracted with Orion to
utilize its technology platforms to support various administrative services including performance
reporting. Due to this arrangement, Orion will have access to client accounts, but Orion will not
serve as an investment advisor to Azzad clients. The portal may contain a client’s balance, initial
deposits, and other summarized information.
Clients investing directly in the Azzad Funds receive their account statements from the Funds’
transfer agent at least once a quarter. They will receive a variety of reports including semi-annual
and annual reports with respect to their shares, as required by the Investment Company Act of
1940. They may also access their account information online at
https://www.mutualss.net/azzad/login.aspx and log in with their investor number and password.
Investors may obtain their login information by calling the funds' transfer agent at 888-350-3369.
14. Client Referrals and Other Compensation
A. Other Compensation
Azzad and its IARs do not receive extra compensation or any other economic benefit for providing
investment advice or other advisory services to clients.
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B. Client Referrals
Azzad employees market services to clients on a direct basis in accordance with the new Marketing
Rule 206(4)-1. Azzad does not direct brokerage transactions to any third party in return for client
referrals. Azzad does not have any referral or solicitation arrangements with third parties.
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15. Custody
All client funds, securities and accounts are held by independent third-party custodians. Azzad
does not take possession of a client’s securities or funds. Clients will receive account statements
directly from their third-party custodians for the accounts and should carefully review these
statements. Clients should contact Azzad immediately if they do not receive account statements
from their custodian on at least a quarterly basis. As noted in Item 13, Azzad may provide clients
with separate reports or account statements providing information about their account. Clients
should compare these carefully to the account statements received from the custodian. Azzad’s
statements may vary slightly from custodial statements based on accounting procedures, reporting
dates, or valuation methodologies of certain securities. In the event of any discrepancies, you
should rely on the statement you receive from the custodian of your assets. If clients discover any
discrepancies, they should contact Azzad immediately.
16. Investment Discretion
For the Ethical Wrap Program, most of our other advisory relationships and Azzad Funds, we have
discretionary authority to make determinations regarding the securities that are purchased and sold,
as well as the quantities of such securities. Discretion over the account is obtained when the client
signs the investment advisory contract. Azzad exercises its investment discretion consistent with
its investment philosophy, ethical investment guidelines and any other restrictions imposed by the
client and accepted by Azzad. Any additional investment guidelines and restrictions must be
provided to Azzad in writing. If client is a profit-sharing plan, trust, estate, charitable organization
or other business entity, Azzad may comply with such limitations as may be imposed by the
individuals, board of directors or trustees of such entities and with the stated investment objectives
of such clients of the plans involved.
Azzad normally sells some or all the securities in a client’s account after the initial receipt of the
account or the deposit of additional securities into the account. Some securities may be retained in
the account to the extent that they are included in our normal holdings for such an account or at a
client’s request. The client is solely responsible for any tax liabilities that result from such
transactions. If a client makes a special request to hold or purchase securities, then they will be
held in a sub-account. The client is solely responsible for the management of any securities held
in a sub-account.
For the Azzad Funds (which are registered investment companies) Azzad’s authority to trade
securities may be limited by certain federal securities and tax laws that require diversification of
investments and favor the holding of investments once made.
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A non-discretionary investment account means the client retains full discretion to supervise,
manage, and direct the assets of the account. The client maintains full power and authority to
purchase, sell, invest, reinvest, exchange, convert, and trade the assets in the account in any manner
deemed appropriate and to place all orders for the purchase and sale of account assets with or
through brokers, dealers, or issuers selected by the client. The client is free to manage the account
with or without our recommendations and all with or without prior consultation with us.
17. Voting Client Securities
Unless directed by the client in writing, Azzad will vote proxies on behalf of our advisory accounts.
Azzad also votes proxies on behalf of the Azzad Funds. Azzad votes client securities in the best
interests of the clients and then in accordance with its ethical investment philosophy and
guidelines. In general, this entails voting client proxies with the objective of increasing the long-
term economic value of client assets. Azzad seeks to avoid the occurrence of actual or apparent
material conflicts of interest in the proxy voting process by voting in accordance with
predetermined voting guidelines. In all cases in which there is deemed to be a material conflict of
interest, Azzad will seek to resolve the conflict in the clients’ best interests. Clients may obtain a
copy of Azzad’s complete proxy voting policies and procedures upon request. Clients may also
obtain information from Azzad about how we voted proxies on behalf of their accounts(s). Please
contact our Chief Compliance Officer at 202.750.9093.
18. Financial Information
We have no financial condition that is reasonably likely to impair our ability to meet contractual
commitments to you and we have never been the subject of a bankruptcy proceeding. Azzad does
not require prepayment of more than $1,200 in fees per client, six months or more in advance.
Therefore, a balance sheet is not required and not attached.
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Primary Brochure: WRAP BROCHURE (2026-01-30)
View Document Text
AZZAD ASSET MANAGEMENT, INC.
FOR CLIENTS AND PROSPECTIVE CLIENTS OF
AZZAD’S ETHICAL WRAP PROGRAM
WRAP FEE PROGRAM BROCHURE
(APPENDIX 1 TO FIRM BROCHURE)
JANUARY 30, 2026
Azzad Asset Management, Inc.
3141 Fairview Park Drive, Suite 355
Falls Church, VA 22042
Phone: 888.862.9923 www.azzadasset.com
1. Cover Page
This wrap fee program brochure provides information about the qualifications and business practices of
Azzad Asset Management, Inc. (“Azzad”, or the “firm”). If you have any questions about the contents of
this brochure, please contact our Chief Compliance Officer, Lejeana Love, at (202) 750-9093 or by email
at llove@kbc.team. The information in this brochure has not been approved or verified by the United
States Securities and Exchange Commission or by any state securities authority.
Azzad is a Registered Investment Adviser. Registration with the United States Securities and Exchange
Commission or any state securities authority does not imply any level of skill or training. The oral and
written communications of an Adviser provide you with information you can use to determine whether to
hire or retain an Adviser.
Additional information about Azzad is available on the SEC’s website at www.adviserinfo.sec.gov. You
can search this site by using a unique identifying number known as a “CRD number”. Our firm’s CRD
number is 111291.
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2. Material Changes
Since the March 10, 2025 annual amendment filing there have been no material changes.
Azzad may, at any time, update this brochure and either: (1) send you a copy without charge; or (2) provide
a summary of the material changes and offer to send you a copy of the ADV Part 2 without charge,
provided the offer is accompanied by certain contact information. Pursuant to SEC Rules, we will ensure
that you receive a summary of any material changes to this and subsequent Brochures within 120 days of
the close of our business’ fiscal year. We may further provide other ongoing disclosure information about
material changes as necessary.
A copy of Azzad’s Brochure may be requested by contacting the Chief Compliance Officer, Lejeana Love,
at 202.750.9093 or llove@kbc.team.
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3. Table of contents
1. Cover Page .............................................................................................................................................................1
2. Material Changes ....................................................................................................................................................2
3. Table of contents ....................................................................................................................................................3
4. Services, Fees, and Compensation .........................................................................................................................4
A. Description of our Services ......................................................................................................................4
B. Fees and Compensation ............................................................................................................................5
C. Additional Fees .........................................................................................................................................6
D. Compensation to Others ...........................................................................................................................8
5. Account Requirements and Types of Clients .........................................................................................................8
A. Account Requirements .............................................................................................................................8
B. Types of Clients ........................................................................................................................................8
6. Portfolio Manager Selection and Evaluation ..........................................................................................................8
A. Selection and Review of Portfolio Managers ...........................................................................................8
B. Whether Azzad, Related Persons or Supervised Persons Act as Portfolio Managers ..............................9
7. Client Information Provided to Portfolio Managers ............................................................................................. 14
8. Client Contact with Portfolio Managers ............................................................................................................... 14
9. Additional information ......................................................................................................................................... 15
A. Disciplinary Information ........................................................................................................................ 15
B. Other Financial Industry Activities and Affiliations .............................................................................. 15
C. Selection of Third Party Investment Advisers for Clients ...................................................................... 15
D. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ......................... 15
E. Review of Accounts ................................................................................................................................ 17
F. Client Referral and Other Compensation ................................................................................................ 18
G. Financial information ............................................................................................................................. 18
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4. Services, Fees, and Compensation
A. Description of our Services
Azzad Asset Management, Inc. (“we” or “Azzad”) sponsors a wrap program called the Azzad Ethical
Wrap Program (“Ethical Wrap Program” or “Program”). The Program provides you with investment
advice and investment management services for a wrap fee (See Item 4.B – Fees and Compensation). It
provides access to independent and affiliated portfolio managers (“manager” or “portfolio manager”) by
investing in model portfolios. Specific services or features offered in the Program include an assessment
of your investment needs and objectives, ongoing monitoring and due diligence of each manager’s
performance, asset allocation advice, account rebalancing and continuing evaluation of investment
performance.
Azzad assigns you an Azzad Investment Adviser Representative (IAR) to gather information about your
investment objectives. The IAR will help you complete a questionnaire that will help us develop your
Investment Policy Statement or “IPS” (incorporated herein by reference). Azzad will manage your
account using this IPS, as well as any additional written or oral investment instructions, objectives, and
limitations regarding investments suitable for you. The questionnaire asks for information regarding your
financial situation, investment objectives, investment time horizon and other relevant matters.
Your assets are allocated in one of five different Azzad strategies composed of various portfolios. Clients
may also choose to work with their IARs to develop different variations of these five asset allocation
strategies. The asset allocation strategies range from conservative to aggressive and differ in their
allocations to Azzad’s proprietary mutual funds (Azzad Wise Capital Fund and Azzad Ethical Fund) and
other equities. Various portfolios are managed by independent managers. The managers, using various
available sources of information, have developed methods of analysis, styles, or specialties that we believe
is suitable for your account. Each manager begins their investment process with our socially responsible
Islamic investment philosophy. To assist managers in choosing stocks that comply with our investment
philosophy, we created a proprietary software application called the Investment Screening Filtering
Application (“ISFA”). ISFA helps managers automatically screen their stock universe(s) for compliance
with our investment guidelines. Our managers also refrain from using certain investment techniques we
believe are contrary to our investment philosophy. These include, but are not limited to, buying and selling
on margin, short selling, hedging, and using options trading.
Azzad manages the Program’s accounts on a discretionary basis, and it has full authority to determine
which securities are purchased and sold and in what amounts.
Under the Program, clients have access to a broad range of financial planning services which may include
tax-related and other non-investment related matters. The services provided by Azzad may include
developing a financial plan, tax planning, retirement planning, estate planning, education planning,
insurance planning and charitable planning. To perform its services, Azzad is not required to verify any
information received from the client or from the client’s other professionals (e.g., attorney, accountant,
etc.) and is expressly authorized to rely on information provided by the client.
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Azzad does not serve as a law firm, accounting firm, charity administrator or insurance agency, and no
portion of Azzad’s services should be construed as legal, accounting, charitable administrator, or
insurance implementation services. Accordingly, Azzad does not prepare estate planning documents, tax
returns, or sell insurance products. To the extent requested by a client, Azzad may recommend the services
of other professionals for certain non-investment implementation purposes (i.e., attorneys, accountants,
insurance agents, charity administrators, etc.). Note that Azzad does not have any referral or solicitation
arrangements with third parties. Clients are under no obligation to engage the services of any such
recommended professional. The client retains absolute discretion over all such implementation decisions
and is free to accept or reject any recommendation made by Azzad or its representatives. However, if the
client engages any unaffiliated recommended professional, and a dispute arises thereafter relative to such
engagement, the client agrees to seek recourse exclusively from and against the engaged professional.
ERISA / IRC Fiduciary Acknowledgment. When Azzad provides investment advice to a client about
the client’s retirement plan account or individual retirement account, it does so as a fiduciary within the
meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal
Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts. Because the way
Azzad makes money creates certain conflicts with client interests, Azzad operates under a special rule that
requires it to act in the client’s best interest and not put its interests ahead of the client’s. Under this special
rule’s provisions, Azzad must: meet a professional standard of care when making investment
recommendations (give prudent advice); never put its financial interests ahead of the client’s when making
recommendations (give loyal advice); avoid misleading statements about conflicts of interest, fees, and
investments; follow policies and procedures designed to ensure that Azzad gives advice that is in the
client’s best interest; charge no more than is reasonable for Azzad’s services; and give the client basic
information about conflicts of interest.
Retirement Plan Rollovers – No Obligation/Potential for Conflict of Interest: A client or prospective
client leaving an employer typically has four options regarding an existing retirement plan (and may
engage in a combination of these options): (i) leave the money in the former employer’s plan, if permitted,
(ii) roll over the assets to the new employer’s plan, if one is available and rollovers are permitted, (iii)
roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the account value (which could,
depending upon the client’s age, result in adverse tax consequences). If Azzad recommends that a client
roll over their retirement plan assets into an account to be managed by Azzad, such a recommendation
creates a conflict of interest if Azzad will earn an advisory fee on the rolled over assets. No client is under
any obligation to roll over retirement plan assets to an account managed by Azzad.
B. Fees and Compensation
The Ethical Wrap Program is available to you for an all-inclusive fee based on the market value of the
account in accordance with the Schedule of Fees described below unless otherwise agreed to by both
parties. The below fees do not include any fees assessed by mutual funds that may be included in your
account. See 4.C. Additional Fees.
The fees are as follows:
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Market Value
$0-$500,000
$500,001-$2,000,000
$2,000,001-$4,000,000
$4,000,001-$10,000,000
$10,000,001 and over
Annual Fee
1.75% on the first $500,000
1.5% on the next $1,500,000
1.4% on the next $2,000,000
1.3% on the next $6,000,000
1.2% on assets over $10 million
You pay one twelfth of the annual wrap fee, which is deducted directly from your account at the beginning
of each month. The first payment is due upon execution of an Investment Advisory Agreement
(“Agreement”) and will be based upon the opening value of your account. In certain circumstances and in
Azzad’s discretion, the wrap fee may be negotiated based on several factors including the account type(s),
size of the account, portfolios selected for investment and other factors.
The account’s custodian debits all account wrap fees payable pursuant to the Agreement directly from
your account. Fees due are debited first from free credit balances in the account, and second, from the
liquidation of other securities in the account.
The Ethical Wrap Program allows you to pay a specified fee for investment advisory services and the
execution of transactions. The advisory services include portfolio management and/or advice concerning
the selection of other advisers, as well as various planning services. The wrap fee is not based directly
upon transactions in your account. By participating in a wrap fee program, you may pay more or less than
purchasing you would through a non-wrap fee program where a lower advisory fee is charged or
investments in securities or mutual funds, but trade execution costs are passed directly through to you by
the executing broker. However, it is important to note that none of Azzad’s portfolios (other than its two
mutual funds) are available outside of Azzad’s Wrap Program. Moreover, you would not have access to
our planning services outside of our Wrap Program.
For clients whose advisory accounts are held at Schwab, Schwab has eliminated commissions for online
trades of U.S. equities, ETFs, and options (subject to $0.65 per contract fee). This means that, in most
cases, when we buy and sell these types of securities, we will not have to pay any commissions to Schwab.
We encourage you to review Schwab’s pricing to compare the total costs of entering into a wrap fee
arrangement versus a non-wrap fee arrangement. If you choose to enter into a wrap fee arrangement, your
total cost to invest could exceed the cost of paying for brokerage and advisory services
separately. However, our investment portfolios are not available to clients outside the wrap fee program.
As Azzad absorbs certain transaction costs in wrap fee accounts, Azzad may have a financial incentive
not to place transaction orders in those accounts since doing so increases its transaction costs. Thus, an
incentive exists to place trades less frequently in a wrap fee arrangement.
C. Additional Fees
Mutual Fund fees are separate from the fees stated above under the Ethical Wrap Program standard fees.
Azzad waives the Ethical Wrap Program fee on assets invested in its proprietary funds, the Azzad Mutual
Funds (namely, the Azzad Wise Capital Fund (WISEX) and Azzad Ethical Fund (ADJEX)). However,
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mutual funds have internal expenses such as portfolio management, legal and accounting, printing,
marketing, distribution, trading costs and other administrative expenses, including fees paid to custodians.
Fund expenses are more fully disclosed in the Azzad Mutual Fund’s prospectus (for a free copy, please
call 888.862.9923). As the Investment Advisor to the Azzad Mutual Funds, Azzad receives a management
fee from assets invested in the Funds.
You have full discretion to request the removal of the Azzad Funds from your account. In addition, you
may incur certain incidental service fees by the custodian for special services such as bank wires, transfer
of securities between accounts, outgoing transfer of securities, fees for trades executed away from the
custodian, and other services. You may obtain a complete list of these service fees from Azzad by oral or
written request. These fees will be automatically debited from your account.
Conflicts of Interest: As Investment Adviser to the Azzad Ethical Fund (ADJEX) and Azzad Wise Capital
Fund (WISEX), Azzad is contractually obligated to waive all or a portion of its management fees and to
reimburse each Fund to the extent necessary to limit operating expenses to 0.99% of assets for the Azzad
Ethical Fund and 0.89% for the Azzad Wise Capital Fund. By increasing the assets in the Azzad Funds,
Azzad may be able to eliminate or reduce its reimbursement obligation. Therefore, Azzad has an incentive
to allocate the Program’s assets into the Azzad Ethical Fund and Azzad Wise Capital Fund. Broker-
dealers, whom Azzad uses for the Ethical Wrap Program, will receive a 12b-1 fee (an expense charge
against fund assets by fund companies that are paid to broker-dealers to assist with marketing and servicing
fund sales) from the Azzad Funds.
In certain circumstances, clients whose advisory accounts are held at Fidelity Brokerage Services
(“Fidelity”) will incur additional transaction fees for trades executed via individual transaction charges
when choosing to receive paper delivery of their statements. These transaction fees are separate from our
firm’s wrap fees and will be charged by Fidelity. Clients may avoid these transaction fees for U.S. listed
equities and exchange traded funds by either opting into electronic delivery of statements or maintaining
at least $1 million in assets at Fidelity.
A client’s actual fees will depend on their allocation and total household assets under management with
Azzad. Depending on unique circumstances (another existing account relationship with a client, expected
dramatic account growth, account type, special conditions, etc.), fees may be subject to negotiation. The
specific way fees are charged by Azzad is established in a client’s written agreement with us. We reserve
the right to charge clients wrap fees that are lower than the above fee schedule.
We provide “householding” billing for clients who maintain their accounts at Charles Schwab & Co., Inc.,
or Fidelity Brokerage Services, LLC. In those cases, Azzad combines managed account values for family
members living in the same household at either custodian to increase the managed asset total, and
ultimately reduce the wrap fee based on the available breakpoints in the fee schedule above. We provide
limited “householding” for clients who maintain accounts at Goldman Sachs. Only accounts opened with
the same social security number or tax identification number are “householded” in determining
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breakpoints in our fee schedule. In determining our fee, we also do not “household” accounts held at
Goldman Sachs with accounts held at Charles Schwab & Co., Inc., or Fidelity Brokerage Services, LLC.
For example, we would not combine the account values for spouses sharing the same household who each
own an account maintained at Goldman Sachs to reduce the wrap fee based on the available breakpoints
in the fee schedule above.
D. Compensation to Others
Our IARs receive a portion of the advisory fee that you pay us, either directly as a percentage of your
overall fee or as their salary from our firm. In cases where our IARs are paid a percentage of your overall
advisory fee, this may create an incentive to recommend that you participate in our wrap fee program
rather than a non-wrap fee program (such as direct investments in the Azzad Funds).
Additionally, other investment advisors recommending the Ethical Wrap Program to you receive
compensation because of your participation in the Program. The amount of compensation may be more
than what the investment advisor would receive if you participated in other programs available through
Azzad or paid separately for investment advice, brokerage, and other services. Therefore, the IAR may
have a financial incentive to recommend the Ethical Wrap Program over other programs or services.
5. Account Requirements and Types of Clients
A. Account Requirements
For the Ethical Wrap Program, Azzad requires a minimum investment value of $500,000 in any
combination of cash and securities. This minimum may be the total sum of all accounts combined (i.e.,
IRA, Individual Investment, etc.) The minimum investment size may be waived at Azzad’s discretion.
B. Types of Clients
Azzad serves many types of clients including individuals (including high-net worth individuals), pension
and profit-sharing plans, corporations, charitable organizations, trusts, and other business entities.
6. Portfolio Manager Selection and Evaluation
A. Selection and Review of Portfolio Managers
Azzad hires independent investment management firms to manage various model portfolios in the Ethical
Wrap Program. Generally, the program’s managers must meet certain minimum requirements to be
included in the Program including a performance track record prepared in accordance with the Global
Investment Performance Standards (GIPS®) and third-party verification by an independent party. Azzad
evaluates all investment managers who manage client accounts. Each manager provides Azzad with
relevant documentation, which may include sample portfolios, regulatory and legal updates, and copies of
Form ADV, past performance information, marketing literature, key personnel qualifications biographies,
and other relevant documents.
If, because of its ongoing evaluation, Azzad finds it necessary to either remove the portfolio managed by
an investment manager or terminate the investment manager, then that action shall be carried out without
your prior consent. Circumstances under which Azzad may replace a portfolio manager include (but are
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not limited to) poor performance results, significant failure to abide by its own compliance procedures,
significant failure to abide by Azzad’s socially responsible Islamic investment guidelines and detrimental
financial condition.
Azzad claims compliance with the Global Investment Performance Standards (GIPS®) and is third party
verified.
B. Whether Azzad, Related Persons or Supervised Persons Act as Portfolio Managers
Azzad acts as a portfolio manager for a part of the Ethical Wrap Program. Azzad manages the REITs,
Mid Cap Value and Dividend strategies. Azzad also acts as the Investment Adviser to the Azzad Funds
and receives a fee for this service. This causes a conflict of interest because we recommend that you
purchase the portfolios we manage including the Azzad Funds (Azzad Ethical Fund (ADJEX) and Azzad
Wise Capital Fund (WISEX)), as part of your Ethical Wrap Program.
We have created several policies and procedures to mitigate this conflict of interest. It is Azzad’s policy
that our IARs should make the recommendation to use the portfolios we manage internally, including the
Azzad Funds, only when it is consistent with the client’s investment objectives. In addition to its fiduciary
duty to the client, Azzad has adopted a Code of Ethics that binds its IARs. Furthermore, Azzad waives the
Ethical Wrap Program fee on assets from clients who hold the Azzad Funds in their accounts. Finally,
clients have full discretion to request the removal of the Azzad Funds (and/or any portfolio managed
internally) from their accounts.
Azzad holds itself to the same standards it requires of independent managers.
i. ADVISORY BUSINESS
Please see Item 4.A of this Wrap Fee Program Brochure for information about our wrap fee advisory
program.
ii. TAILORED SERVICES
The Ethical Wrap Program is individualized or tailored to your needs, goals, risk appetite, and objectives.
Clients complete a risk assessment questionnaire and/or interview used to create an Investment Policy
Statement tailored to meet client’s current situation. The Investment Policy Statement outlines each
client’s risk tolerance levels and is used to construct a specific plan to aid in the selection of an appropriate
portfolio. Clients may impose reasonable restrictions on their account investments. However, if the
restrictions prevent Azzad or its representatives from properly servicing the account, or if the restrictions
require Azzad to deviate from its standard services, Azzad reserves the right to terminate the relationship.
Additionally, at your request, Azzad will remove the Azzad Funds from your Ethical Wrap Program
account.
iii. WRAP FEE PROGRAM
Azzad does not manage wrap fee accounts in a different fashion than non-wrap fee accounts. It manages
all accounts according to its socially responsible Islamic investment philosophy. As further described in
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this Wrap Fee Program Brochure, Item 4.B & C, Azzad receives a portion of the wrap program fee for its
services.
iv. PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT
Azzad does not charge any performance-based fees (fees based on a share of capital gains on or capital
appreciation of the assets of a client).
v. METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS
Methods of Analysis
Wrap accounts include portfolios consisting of securities selected by each respective portfolio’s model
manager. Each manager, using various available sources of information, has developed a method of
analysis, style, or specialty that we believe is suitable for our wrap account clients. Managers begin their
investment process with our investment philosophy (described below). They generally do not have direct
or indirect responsibility for client accounts, nor do they communicate with clients. Their sole
responsibility is to manage the model portfolios they are assigned within the wrap account. They will
normally only recommend securities for a model portfolio but have no or limited authority to effect
account transactions.
Azzad’s internal investment team and our unaffiliated managers may use the following methods of
analysis when managing client assets for the wrap program:
FUNDAMENTAL ANALYSIS. The intrinsic value of a security is analyzed by reviewing economic and
financial factors (including the overall economy, industry conditions, the financial conditions and
management of the company itself) to determine if the company is underpriced (suggesting it may be a
good time to buy) or overpriced (suggesting it may be time to sell). Fundamental analysis does not attempt
to anticipate market movements. There is risk in the fact that the price of a security can move up or down
along with the overall market, regardless of the economic and financial factors considered in evaluating
the stock.
CYCLICAL ANALYSIS. In this type of technical analysis, the movements of a stock against the overall
market are analyzed to predict the price movement of the security.
QUANTITATIVE ANALYSIS. Mathematical modeling is used to obtain more accurate measurements of
a company’s quantifiable data, such as the value of a share price or earnings per share, and to predict
changes to that data. A risk in using quantitative analysis is that the models used may be based on
assumptions that prove to be incorrect, including usage of historical data, which may present certain
limitations.
QUALITATIVE ANALYSIS. In this type of analysis, factors that are difficult to quantify (such as quality
of management and operations, labor/client relations, strength of research and development factors, legal
and reputational aspects, which are not readily subject to measurement) are evaluated to predict changes
to share price based on that data. A risk in using qualitative analysis is that our subjective judgment may
prove incorrect.
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ASSET ALLOCATION. Rather than focusing primarily on securities selection, we attempt to identify an
appropriate ratio of securities, fixed income, and cash suitable to the client’s investment goals and risk
tolerance. A risk of asset allocation is that the client may not participate in sharp increases in a particular
security, industry, or market sector. Another risk is that the ratio of securities and fixed income will change
over time due to stock and market movements and, if not corrected, will no longer be appropriate for the
client’s goals. In addition, the fixed income portion of Azzad’s Ethical Wrap Program is not diversified
because it invests solely in a proprietary mutual fund, the Azzad Wise Capital Fund (WISEX).
THIRD PARTY MODEL MANAGERS. A risk of investing with a third-party manager who has been
successful in the past is that he/she may not be able to replicate that success in the future. In addition, we
do not control the underlying investments in a third-party manager’s portfolio (other than enforcing our
socially responsible Islamic screens). There is a risk that a manager may deviate from the stated investment
mandate or strategy of the portfolio, making it a less suitable investment for our clients. Moreover, as we
do not control the manager’s daily business and compliance operations, we may be unaware of the lack of
internal controls necessary to prevent business, regulatory, or reputational deficiencies. However, to
mitigate these risks, Azzad conducts ongoing due diligence on the managers it hires in the Ethical Wrap
Program.
SOCIALLY RESPONSIBLE ISLAMIC INVESTMENT PHILOSOPHY. Our investment approach
incorporates socially responsible Islamic investment screens with our affiliated and independent portfolio
managers’ specific investment process to deliver a portfolio that we believe is promising. These screens
include avoiding companies that earn more than 5% of their revenue from the following lines of business:
alcohol, tobacco, pork, gambling, pornography, defense companies, insurance, and interest lending
arrangements (which means we avoid most banks and financial services companies). In addition to the
above qualitative screens, we also incorporate financial screens in our investment philosophy such as
avoiding companies with excessive debt.
To assist portfolio managers in choosing stocks that comply with our investment philosophy, we created
a proprietary software application. ISFA (Investment Screening Filtering Application) helps managers
automatically screen their stock universe(s) for compliance with our investment guidelines. Once a
security passes, it must then pass the manager’s investment process to be included in the portfolio.
However, we recognize that companies are dynamic. Their balance sheets and lines of business can change
periodically. Therefore, we continue to monitor all our and our managers’ holdings to ensure that they
remain in compliance with our investment philosophy.
Our managers also refrain from using certain investment techniques we believe are contrary to our
investment philosophy. These include buying and selling on margin, short selling, hedging, and using
options trading.
Investment Strategies
Client accounts are invested in one of five asset allocation strategies ranging from conservative to
aggressive. Clients may also choose to work with their IARs to develop different variations of these
strategies. The strategies vary in their exposure to different equity categories (diversified among
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international, large/mid/small, REITs, and others) and fixed income (as represented by the Azzad Wise
Capital Fund). Due to Azzad’s investment philosophy, the fixed income portion of the strategies is not
diversified and limited to the adviser’s proprietary mutual fund.
INVESTMENT RISKS
Although we work hard to preserve your capital and achieve real growth of client wealth, all investments
bear different types and degrees of risk and investing in securities involves risk of loss (including loss
of principal) that clients should be prepared to bear. No investment strategy can protect against risk
of loss in the stock markets. Our managers use various investment techniques and strategies to try to
control risk in the portfolios they manage. Still, some investments have significantly greater risks than
others. Obtaining higher rates of return on investments entails accepting higher levels of risk.
Recommended investment strategies seek to balance risks and rewards to achieve investment objectives.
Clients need to ask questions about risks they do not understand. We would be pleased to discuss them.
Ultimately, however, there is no guarantee that your investments will not lose money. Clients should
understand that they could lose some, or, all their investment, and should be prepared to bear the risk of
such potential losses.
We strive to render our best judgment on behalf of our clients. Still, we cannot assure or guarantee you
that investments will be profitable or assure that no losses will occur in an investment portfolio. Past
performance is an important consideration with respect to any investment or investment adviser but is not
a reliable predictor of future performance. We continuously strive to provide outstanding long-term
investment performance, but many economic and market variables beyond our control can affect the
performance of an investment portfolio.
American Depository Receipts. We may invest in American Depository Receipts (“ADR”), also known
as American depositary shares. An ADR is a receipt for the shares of a foreign-based corporation held in
the vault of a U.S. bank and entitling the shareholder to all dividends and capital gains. Instead of buying
shares of foreign-based companies in overseas markets, Americans can buy shares in the U.S. in the form
of ADRs. ADRs are available for hundreds of stocks from numerous companies. ADRs make trading
foreign securities in the U.S. easier by eliminating currency exchange, legal obstacles, foreign ownership
transfers and the need to trade on a foreign exchange. While an ADR removes direct foreign currency
ownership, the value of the ADR share is still impacted by changes in the U.S. dollar to foreign currency
exchange rate.
ADRs can be created/canceled through a custodian depository bank. The bank usually charges a fee for
conversion. If the ordinary shares are bought in the foreign market, those shares are sent to the depository
custodian where they are converted from ordinary to ADR form. In the case of a sale, the custodian cancels
the ADR and delivers the ordinary shares. ADRs that are created in this manner may have low trading
liquidity on the U.S. exchanges. Selling a low liquidity ADR on a US exchange may have excessive
transaction costs. Thus, such shares may need to be sold in their home foreign market and delivered
through cancellation of their ADR.
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Equity Securities. An account investing all its assets in common stocks bears the risk that the value of the
stocks it holds may decrease in response to the activities of an individual company or in response to general
market, business, and economic conditions. If this occurs, the account value may also decrease.
Market Risk. This risk exists in all our accounts and means that the risk of the price of securities in a
market, a sector or an industry will fluctuate and that such movements might reduce an investment’s value.
Concentration Risk. Concentrating investments in a single country, region, market, and industry or asset
class means that performance will be more susceptible to loss due to adverse occurrences affecting that
country, region, market, and industry or asset class.
Non-Diversification Risk. Non-Diversification of investments means a portfolio may invest a large
percentage of its assets in securities issued by or representing a small number of issuers. As a result, the
portfolio’s performance may depend on the performance of a small number of issuers.
Small Companies. Typically, securities of small companies are less liquid than securities of large
companies. The stocks of small companies are generally more sensitive to purchase and sale transactions
and, therefore, the prices of such securities may be more volatile than those of larger companies.
Socially Responsible Islamic Investing Risks. We will invest in securities only if they meet both our
investment and socially responsible Islamic requirements, and as such, your return may be lower than if
we made decisions based solely on investment considerations. Moreover, our screens typically exclude
the stocks of most financial and utility companies. When these sectors are outperforming, our portfolios
may underperform their benchmarks. If we believe that a company has violated our socially responsible
Islamic investment philosophy, then we will request that the manager sell the security. This policy could
result in the manager selling a security at an inopportune time from a purely financial point of view.
Moreover, it can create higher turnover and lead to short term tax consequences.
Tax Considerations. Our strategies and investments may have unique and significant tax implications.
However, unless we specifically agree otherwise, and in writing, tax efficiency is not our primary
consideration in the management of your assets. Regardless of your account size or any other factors, we
strongly recommend that you continuously consult with a tax professional prior to and throughout the
investing of your assets. Please note that decisions about cost basis accounting methods will need to be
made before trades settle, as the cost basis method cannot be changed after settlement.
Cyber Security Risks and Disaster Recovery.
Cybersecurity incidents and cyber-attacks have been occurring globally at a more frequent and severe
level and will likely continue to increase in frequency in the future. Azzad and its service providers’
information and technology systems may be vulnerable to damage or interruption from computer viruses
or other malicious code, network failures, computer and telecommunication failures, infiltration by
unauthorized persons and security breaches, usage errors by their respective professionals or service
providers, power, communications or other service outages and catastrophic events such as fires,
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tornadoes, floods, hurricanes, and earthquakes. If unauthorized parties gain access to such information
and technology systems, they may be able to steal, publish, delete, or modify private and sensitive
information. Although Azzad has implemented, and service providers may implement or already have
implemented, various measures to manage risks relating to these types of events, such systems could prove
to be inadequate and, if compromised, could become inoperable for extended periods of time, cease to
function properly, or fail to adequately secure private information. Breaches such as those involving
covertly introduced malware, impersonation of unauthorized users and industrial or other espionage may
not be identified even with sophisticated prevention and detection systems, potentially resulting in further
hard and preventing it from being addressed appropriately. The failure of these systems and/or disaster
recovery plans for any reason could cause interruptions in Azzad’s operations and result in a failure to
maintain the security, confidentiality, or privacy of sensitive information (including material non-public
information in connection with investments) and, potentially including personal information relating to
clients, if any.
vi. VOTING CLIENT SECURITIES
Unless directed by the client in writing, Azzad votes client securities in the best interests of its clients and
then in accordance with its ethical investment philosophy and guidelines. In general, this entails voting
client proxies with the objective of increasing the long-term economic value of client assets. Azzad seeks
to avoid the occurrence of actual or apparent material conflicts of interest in the proxy voting process by
voting in accordance with predetermined voting guidelines. In all cases in which there is deemed to be a
material conflict of interest, Azzad will seek to resolve the conflict in the clients’ best interests. Azzad
also may consider proxies solicited by mutual funds for which Azzad serves as an investment adviser.
You may obtain a copy of Azzad’s complete proxy voting policies and procedures upon request. You
may also obtain information from Azzad about how we voted proxies on behalf of your accounts. Please
contact our Chief Compliance Officer at 202-750-9093.
7. Client Information Provided to Portfolio Managers
We are required to describe the information about you that we communicate to the Program’s portfolio
manager(s), and how often or under what circumstances we provide updated information. We do not share
information about you with any of the Program’s unaffiliated portfolio managers. Your relationship is
solely with Azzad and not with any of the portfolio management firms that may manage the portfolios in
your account. There is no communication, including consultations, between you and any of your account’s
portfolio managers. All communications regarding your account should be directed to your IAR at Azzad.
8. Client Contact with Portfolio Managers
We are required to describe any restriction that is placed on the client’s ability to contact and consult with
a Program’s portfolio manager. Clients may not contact and/or consult with the unaffiliated portfolio
managers of the Program. All client communications regarding his or her wrap account should be directed
to Azzad. Client relationships rests solely with Azzad and not with any of the investment management
firms that may manage the portfolios in client Accounts.
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9. Additional information
A. Disciplinary Information
the factual findings or conclusions of
On September 17, 2024, the SEC entered an Order Instituting Administrative and Cease-and-Desist
Proceedings, Making Findings and Imposing Remedial Sanctions and a Cease-and-Desist Order (the
“Order”). Specifically, the Order reflects the SEC’s finding that from the quarter ending December 31,
2019, to the quarter ending September 30, 2023, Azzad had investment discretion over at least $100
million of reportable 13F securities and was therefore obligated to file quarterly Forms 13F beginning by
at least February 2020. However, Azzad failed to file Forms 13F until April 2024. In April 2024, Azzad
filed fifty-two Forms 13F, which covered the period from the quarter ending December 31, 2010, to the
quarter ending September 30, 2023, inclusive. In connection with the Order, Azzad agreed to: cease and
desist from committing or causing any violations of Section 13(f)(1) under the Securities Exchange Act
of 1934 and Rule 13F-1 promulgated thereunder, the entry of a censure, and to pay a civil money penalty
of $225,000. In determining to accept Azzad’s offer of settlement, the SEC considered certain remedial
acts promptly undertaken by Azzad. Azzad consented to the entry of the Order without admitting or
denying
law. Additional details can be found at
https://www.sec.gov/files/litigation/admin/2024/34-101054.pdf. The Order and the underlying settlement
should not have any impact on client accounts or services received from Azzad.
B. Other Financial Industry Activities and Affiliations
Azzad sponsors and acts as Investment Adviser to the Azzad Funds family of no-load mutual funds
(investment companies) consisting of Azzad Ethical Fund (ADJEX) and Azzad Wise Capital Fund
(WISEX). We provide administration and investment management services to the Azzad Funds.
For the reasons above, we have an incentive to, and in fact may if we deem it suitable to, hold shares of
our affiliated mutual funds in your wrap account so that you will have a complete picture of your assets.
In such circumstances, we will not charge our wrap program fee on assets held in the Funds. However,
you should understand that we will receive any fees paid by the mutual fund as disclosed in the applicable
prospectus for the fund. That fee may be higher or lower than the fee you may be paying on other assets
that we manage in your wrap account.
C. Selection of Third Party Investment Advisers for Clients
Azzad does not select third party investment advisers for its clients. It does select investment managers
for the Ethical Wrap Program, but it does not receive any compensation from the investment managers.
Information on how Azzad selects the investment managers can be found under Item 6.A, above.
D. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading
vii. DESCRIPTION
Azzad has adopted a Code of Ethics for all supervised persons of the firm describing its high standard of
business conduct, and fiduciary duty to its clients. The Code of Ethics includes provisions relating to the
confidentiality of client information, a prohibition on insider trading, restrictions on the acceptance of
significant gifts and the reporting of certain gifts and business entertainment items, and personal securities
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trading procedures, among other things. All supervised persons at Azzad must acknowledge the terms of
the Code of Ethics annually, or as amended.
A complete copy of Azzad’s current Code of Ethics is available by sending a written request to Azzad
Asset Management, Inc., Attn: Compliance, 3141 Fairview Park Dr. Suite 355, Falls Church, VA 22042,
or by contacting Lejeana Love, Chief Compliance Officer, at 202.750.9093.
viii. MATERIAL INTEREST IN SECURITIES
When acting as a portfolio manager to the Ethical Wrap Program, Azzad may recommend inclusion of
the Azzad Funds: Azzad Ethical Fund (ADJEX) and Azzad Wise Capital Fund (WISEX). This causes a
conflict of interest because Azzad acts as the Investment Adviser to the mutual funds and receives a
separate fee for this service. As a result of this conflict, Azzad has created several policies and procedures
to mitigate the conflict of interest.
It is Azzad’s policy that our Investment Advisers should only make the recommendation to use Azzad
Funds when it is consistent with the client’s investment objectives. In addition to their fiduciary duty to
you, Azzad has adopted a Code of Ethics that binds its IARs. Furthermore, Azzad waives the wrap
program fee on assets invested in the Azzad Funds but does receive a management fee on these assets.
Finally, you have full discretion to request the removal of Azzad Funds from your account.
ix. INVESTING IN OR RECOMMENDING THE SAME OR RELATED SECURITIES
Subject to satisfying this policy and applicable laws, officers, directors, and employees of Azzad and its
affiliates may trade for their own accounts in securities that are recommended to and/or purchased for
Azzad’s clients. The Code of Ethics is designed to assure that the personal securities transactions,
activities, and interests of the employees of Azzad will not interfere with (i) making decisions in the best
interest of advisory clients and (ii) implementing such decisions while, at the same time, allowing
employees to invest for their own accounts. Under the Code of Ethics certain classes of securities have
been designated as exempt transactions, based upon a determination that these would materially not
interfere with the best interest of our clients. In addition, the Code of Ethics requires pre-clearance of
many transactions, and restricts trading in close proximity to client trading activity. Nonetheless, because
the Code of Ethics in some circumstances would permit employees to invest in the same securities as
clients, there is a possibility that employees might benefit from market activity by a client in a security
held by an employee. Employee trading is continually monitored under the Code of Ethics, and to
reasonably prevent conflicts of interest between Azzad and its clients.
It is our policy that the firm will not affect any principal or agency cross securities transactions for client
accounts. We also do not conduct cross trades between client accounts. Principal transactions are
generally defined as transactions where an adviser, acting as principal for its own account or the account
of an affiliated broker-dealer, buys from or sells any security to any advisory client. A principal
transaction may also be deemed to have occurred if a security is crossed between an affiliated hedge fund
and another client account. An agency cross transaction is defined as a transaction where a person acts as
an investment adviser in relation to a transaction in which the investment adviser, or any person controlled
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by or under common control with the investment adviser, acts as broker for both the advisory client and
for another person on the other side of the transaction. Agency cross transactions may arise where an
adviser is dually registered as a broker-dealer or has an affiliated broker-dealer.
E. Review of Accounts
x. PERIODIC REVIEWS
Azzad’s IARs regularly review your account’s asset allocation plan, your investment objective(s), your
investment guidelines, market conditions and changes (if any) in your financial status or objectives as
communicated by you. At a minimum, Azzad’s IARs communicate with you once a year or when you
request. Azzad’s investment team periodically reviews all portfolios in the Program and conducts ongoing
supervision of the Program’s model portfolio managers. Azzad also monitors wrap fees assessed by the
program’s custodian through the firm’s technology solution under the supervision of the firm’s Chief
Compliance Officer.
xi. OTHER REVIEWS
Additional reviews are conducted periodically depending on market conditions, economic or political
events, or by changes in a client’s financial situation, investment objectives and guidelines, market
conditions, reaching life milestones and so forth. Portfolios may also be reviewed as needed to update
and confirm compliance with any guidance or restrictions communicated by you.
xii. REPORTS
Review of accounts will be done at least quarterly and upon your request. Reviews will be conducted by
the Adviser. Additionally, Azzad’s compliance officer will review a sampling of accounts periodically to
compare trading in the account with a client’s objectives and any restrictions.
You and your adviser can access monthly account statements, trade confirmations and performance
reports from the custodian’s website. The custodian will send e-mail notifications to you and your Adviser
when statements and confirmations are posted to your account. If you wish to receive paper statements,
you can request these documents from the custodian for an additional fee.
We urge you to carefully review your custodial statements with your performance reports. The information
in your performance reports and/or client portal may vary from your custodial statements due to
accounting procedures, reporting dates, or valuation methodologies of certain securities. In the event of
any discrepancies, you should rely on the statement you receive from the custodian of your assets.
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F. Client Referral and Other Compensation
xiii. OTHER COMPENSATION
Azzad and its IARs do not receive extra compensation or any other economic benefit for providing
investment advice or other advisory services to clients.
xiv. CLIENT REFERRALS
Azzad employees market services on a direct basis. Azzad does not direct brokerage transactions to any
third party in return for client referrals. Azzad does not have referral or solicitation arrangements with
third parties.
G. Financial information
We have no financial condition that is reasonably likely to impair our ability to meet contractual
commitments to you and we have never been the subject of a bankruptcy proceeding.
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