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Part 2A of Form ADV: Firm Brochure
The Fiduciary Alliance
135 S Main St. Suite 600
Greenville, SC 29601
Telephone: (864) 385-7999
May 23, 2025
This Brochure provides information about the qualifications and business practices of Fiduciary Alliance LLC,
“The Fiduciary Alliance”. Fiduciary Alliance LLC has seven divisions as listed above. If you have any questions
about the contents of this Brochure, please contact us at 864-385-7999. 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.
Fiduciary Alliance LLC is registered as an Investment Adviser with the Securities and Exchange Commission.
Registration of an Investment Adviser does not imply any level of skill or training.
Additional information about The Fiduciary Alliance is available on the SEC’s website at
www.adviserinfo.sec.gov which can be found using the firm’s identification number 284924.
Item 2: Material Changes
This Brochure dated May 23, 2025, provides you with a summary of Fiduciary Alliance LLC,
(“Fiduciary Alliance LLC, the Firm”) advisory services and fees, professionals, certain business
practices and policies, as well as actual or potential conflicts of interest, among other things.
This Item 2 is used to provide our clients with a summary of new and/or updated information;
the Firm will inform you of the revision(s) based on the nature of the information as follows.
Annual Update: The Firm is required to update certain information at least annually, within 90
days of the Firm’s fiscal year end of December 31. We will provide you with either a summary
of the revised information with an offer to deliver the full revised Brochure within 120 days of
our fiscal year end or we will provide you with our revised Brochure that will include a summary
of those changes in this Item.
Material Changes: Should a material change in our operations occur, depending on the nature
of the change, the Firm will promptly communicate this change to clients (and it will be
summarized in this Item). “Material Changes” requiring prompt notification will include changes
of ownership or control; location; disciplinary proceedings; significant changes to our advisory
services or advisory affiliates; or any information that is critical to a client’s full understanding
of who the Firm is, how to find us, and how we do business.
• The firm changed its main location to 135 S Main St., Suite 600 Greenville, South
Carolina 29601.
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Item 3: Table of Contents
Contents
The Fiduciary Alliance LLC..................................................................................................................... 1
Item 2: Material Changes ..................................................................................................................... 3
Item 3: Table of Contents……………………………………………………………………………………………………………………. 4
Item 4: Advisory Business ..................................................................................................................... 5
Item 5: Fees and Compensation…………………………………………………………………………………………………………. 10
Item 6: Performance-Based Fees and Side-By-Side Management .................................................. 12
Item 7: Types of Clients ...................................................................................................................... 12
Item 8: Methods of Analysis, Investment Strategies and Risk of Loss ............................................. 12
Item 9: Disciplinary Information ........................................................................................................ 17
Item 10: Other Financial Industry Activities and Affiliations ............................................................ 17
Item 11: Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ... 19
Item 12: Brokerage Practices ............................................................................................................. 20
Item 13: Review of Accounts .............................................................................................................. 22
Item 14: Client Referrals and Other Compensation.......................................................................... 22
Item 15: Custody ................................................................................................................................. 23
Item 16: Investment Discretion .......................................................................................................... 24
Item 17: Voting Client Securities ........................................................................................................ 25
Item 18: Financial Information ........................................................................................................... 25
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Description of Advisory Firm
Item 4: Advisory Business
Fiduciary Alliance LLC is a registered Investment Adviser with the Securities and Exchange
Commission. We were founded in August of 2016. Brian Boughner and Anthony Mahfood are
the principal owners of The Fiduciary Alliance. Our firm offers services through our network of
investment advisor representatives (“Advisor Representatives” or “IARs”). IARs may have their
own legal business entities whose trade names and logos are used for marketing purposes and
may appear on marketing materials or client statements. The Client should understand that the
businesses are legal entities of the IAR and not of our firm Fiduciary Alliance, LLC. The IARs are
under the supervision of our firm Fiduciary Alliance, LLC., and the advisory services of the IAR
are provided through our firm Fiduciary Alliance, LLC. Our firm Fiduciary Alliance, LLC has the
arrangement described above with various Advisor Representatives with all other business
names listed on the Schedule D of our ADV 2A firm brochure.
Types of Advisory Services
Investment Management Services
We are in the business of managing individually tailored investment portfolios. Our firm
provides continuous advice to a client regarding the investment of client funds based on the
individual needs of the client. Through personal discussions in which goals and objectives based
on a client's particular circumstances are established, we develop a client's personal investment
policy or an investment plan with an asset allocation target and create and manage a portfolio
based on that policy and allocation target. During our data-gathering process, we determine
the client’s individual objectives, time horizons, risk tolerance, and liquidity needs. We may also
review and discuss a client’s prior investment history, as well as family composition and
background. We provide this service on a discretionary basis and may hire third party
investment managers for our clients.
Account supervision is guided by the stated objectives of the client (e.g., maximum capital
appreciation, growth, income, or growth and income), as well as tax considerations. Clients may
impose reasonable restrictions on investing in certain securities, types of securities, or industry
sectors. Fees pertaining to this service are outlined in Item 5 of this brochure.
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Financial Planning
Financial planning is a comprehensive evaluation of a client’s current and future financial state
by using currently known variables to predict future cash flows, asset values and withdrawal
plans. The key defining aspect of financial planning is that through the financial planning
process, all questions, information and analysis will be considered as they impact and are
impacted by the entire financial and life situation of the client. Clients purchasing this service
will receive a written or an electronic report, providing the client with a detailed financial plan
designed to achieve his or her stated financial goals and objectives.
The client always has the right to decide whether or not to act upon our recommendations. If
the client elects to act on any of the recommendations, the client always has the right to affect
the transactions through anyone of their choosing.
In general, the financial plan will address any or all of the following areas of concern. The client
and advisor will work together to select the specific areas to cover. These areas may include,
but are not limited to, the following:
• Business Planning: We provide consulting services for clients who currently operate
their own business, are considering starting a business, or are planning for an exit from
their current business. Under this type of engagement, we work with you to assess your
current situation, identify your objectives, and develop a plan aimed at achieving your
goals.
• Cash Flow and Debt Management: We will conduct a review of your income and
expenses to determine your current surplus or deficit along with advice on prioritizing
how any surplus should be used or how to reduce expenses if they exceed your income.
Advice may also be provided on which debts to pay off first based on factors such as the
interest rate of the debt and any income tax ramifications. We may also recommend
what we believe to be an appropriate cash reserve that should be considered for
emergencies and other financial goals, along with a review of accounts (such as money
market funds) for such reserves, plus strategies to save desired amounts.
• College Savings: Includes projecting the amount that will be needed to achieve college
or other post-secondary education funding goals, along with advice on ways for you to
save the desired amount. Recommendations as to savings strategies are included, and, if
needed, we will review your financial picture as it relates to eligibility for financial aid or
the best way to contribute to grandchildren (if appropriate).
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• Employee Benefits Optimization: We will provide review and analysis as to whether
you, as an employee, are taking the maximum advantage possible of your employee
benefits. If you are a business owner, we will consider and/or recommend the various
benefit programs that can be structured to meet both business and personal retirement
goals.
• Estate Planning: This usually includes an analysis of your exposure to estate taxes and
your current estate plan, which may include whether you have a will, powers of
attorney, trusts and other related documents. Our advice also typically includes ways for
you to minimize or avoid future estate taxes by implementing appropriate estate
planning strategies such as the use of applicable trusts.
We always recommend that you consult with a qualified attorney when you initiate,
update, or complete estate planning activities. We may provide you with contact
information for attorneys who specialize in estate planning when you wish to hire an
attorney for such purposes. From time-to-time, we will participate in meetings or phone
calls between you and your attorney with your approval or request.
• Financial Goals: We will help clients identify financial goals and develop a plan to reach
them. We will identify what you plan to accomplish, what resources you will need to
make it happen, how much time you will need to reach the goal, and how much you
should budget for your goal.
•
Insurance: Upon review of an investor's financial status, the company may
propose that the investor include, as part of his or her financial portfolio, one
or more types of products that are not part of the investment advisory services
provided by the company, such as insurance products. If the investor chooses
to include such a product in his or her financial portfolio, the company
recommends that the investor work closely with his or her attorney,
accountant, insurance agent and other related professionals. Incorporation of
the non-advisory financial product into the investor's financial plan is entirely
at the client's discretion.
For insurance products, the company provides access to a platform of
insurance products by DPL Financial Partners, LLC ("DPL"). The investor is under
no obligation to use DPL's service and may seek insurance advice from any
licensed agent. The insurance products and fee structures available from DPL
may differ from those available from other third-party insurance agents. The
company recommends that the investor fully evaluate products and fee
structures to determine which arrangements are most favorable to the investor
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prior to making an investment decision. The company does not receive
compensation for insurance products selected by the investor, whether
secured through DPL or any other agent.
•
Investment Analysis: This may involve developing an asset allocation strategy to meet
clients’ financial goals and risk tolerance, providing information on investment vehicles
and strategies, reviewing employee stock options, as well as assisting you in establishing
your own investment account at a selected broker/dealer or custodian. The strategies
and types of investments we may recommend are further discussed in Item 8 of this
brochure.
• Retirement Planning: Our retirement planning services typically include projections of
your likelihood of achieving your financial goals, typically focusing on financial
independence as the primary objective. For situations where projections show less than
the desired results, we may make recommendations, including those that may impact
the original projections by adjusting certain variables (e.g., working longer, saving more,
spending less, taking more risk with investments).
If you are near retirement or already retired, advice may be given on appropriate
distribution strategies to minimize the likelihood of running out of money or having to
adversely alter spending during your retirement years.
•
IRA Rollover Considerations and Recommendations: As part of our investment advisory
services to you, we 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
we will manage on your behalf. If you elect to roll the assets to an IRA that is subject to
our management, we will charge you an asset-based fee as set forth in the agreement
you executed with our firm. 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. You are under no obligation, contractually or otherwise, to complete the
rollover. Moreover, if you do complete the rollover, you are under no obligation to have
the assets in an IRA managed by our firm.
When the Adviser provides investment advice to individuals regarding a retirement plan
account or individual retirement account, the firm is deemed a fiduciary 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. The way
the Adviser makes money creates potential conflicts with a client’s interest.
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The Adviser benefits financially from the rollover of a client’s assets from a retirement
account to an account managed by the firm. This is a primary conflict of interest
because when the Adviser provides investment advice, the assets increase the firm
assets under management and, in turn, advisory fees. To meet the fiduciary
responsibility the Adviser only recommends a rollover when it is deemed in the client’s
best interest.
• 401k/ERISA Plans: TFA Advisory can serve as an ERISA 3(21) Non-Discretionary
Investment Advisor which includes the following services:
- Assist in the development of an Investment Policy Statement
- Assist with investment options consistent with ERISA section 404(c)
- Non-Discretionary recommendations for selection of investment line-up
- Non-Discretionary investment advice for selection of Qualified Default
Investment Alternative (QDIA)
TFA Advisory will determine with the Company in advance the scope of services
to be performed and the fees for all requested services. Prior to engaging us to
provide pension consulting services, the Company will be required to enter into
a written agreement with us setting forth the terms and conditions of the
engagement, describing the scope of the services to be provided, and the
relevant fees and fee-paying arrangements. The services outlined above that
we provide are explained in more detail in the written agreement. We will also
provide additional disclosures about our services and fees, where required by
ERISA.
TFA Advisory will not be required to verify the accuracy or consistency of any
information received from the Company.
TFA Advisory and its supervised persons will serve in a nondiscretionary ERISA
fiduciary capacity with respect to some but not all of the services that we
provide, which will be further explained in the written agreement we sign with
the Company. The Company is always free to seek independent advice about
the appropriateness of any recommendations made by TFA Advisory.
• Risk Management: A risk management review includes an analysis of your exposure to
major risks that could have a significantly adverse effect on your financial picture, such
as premature death, disability, property and casualty losses, or the need for long-term
care planning. Advice may be provided on ways to minimize such risks and about
weighing the costs of purchasing insurance versus the benefits of doing so and, likewise,
the potential cost of not purchasing insurance (“self-insuring”).
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• Tax Planning Strategies: Advice may include ways to minimize current and future
income taxes as a part of your overall financial planning picture. For example, we may
make recommendations on which type of account(s) or specific investments should be
owned based in part on their “tax efficiency,” with consideration that there is always a
possibility of future changes to federal, state or local tax laws and rates that may affect
your situation.
We recommend that you consult with a qualified tax professional before initiating any
tax planning strategy, and we may provide you with contact information for accountants
or attorneys who specialize in this area if you wish to hire someone for such purposes.
We will participate in meetings or phone calls between you and your tax professional
with your approval.
Client Tailored Services and Client Imposed Restrictions
We offer the same suite of services to all of our clients. However, specific client
recommendations are dependent upon a client Investment Policy Statement, which outlines
each client’s current situation (income, tax levels, and risk tolerance levels) and is used to
construct a client specific plan to aid in the selection of a portfolio that matches restrictions,
needs, and targets.
Wrap Fee Programs
We do not participate in wrap fee programs.
Client Assets Under Management
As of December 31, 2024, we provide continuous management services of $1,472,406,842 in
client assets on a discretionary basis and $449,550,132 in client assets on a non-discretionary.
Item 5: Fees and Compensation
Please note, unless a client has received the firm’s disclosure brochure at least 48 hours prior to
signing the investment advisory contract, the investment advisory contract may be terminated
by the client within five (5) business days of signing the contract without incurring any advisory
fees and without penalty. How we are paid depends on the type of advisory service we are
performing. Please review the fee and compensation information below.
Investment Management Services
Our standard advisory fee is based on the market value of the assets under management and
can be up to 2.00%. The annual fees are negotiable and are pro-rated and paid in advance on a
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quarterly basis. No increase in the annual fee shall be effective without agreement from the
client by signing a new agreement or amendment to their current advisory agreement. In the
event a third-party investment manager is used, their fee is separate from the fee paid to The
Fiduciary Alliance.
In addition to the 2.00% annual management fee, TFA may also receive up to 25% of the profits
as designated in the agreements as a performance-based fee or Carried Interest, above a
previously determined threshold return. The performance is only calculated at the end of the
holding period and at that time the performance-based fee will be paid before the distributions
to investors. The holding period is defined as the life of the Funds. The Carried Interest, or
performance fee, applies exclusively to accounts involved in specific types of alternative
investments.
Advisory fees are directly debited from client accounts, or the client may choose to pay by
check. Accounts initiated or terminated during a calendar quarter will be charged a pro-rated
fee based on the amount of time remaining in the billing period. An account may be terminated
with written notice. Upon termination of the account, any unearned fee will be refunded to
the client on a prorated basis.
Financial Planning Fixed Fee
The fixed fee will be agreed upon before the start of any work. The fixed fee can range between
$500.00 and $40,000.00. The fee is negotiable. The fee is due at the beginning of process;
however, The Fiduciary Alliance will not bill an amount above $1,200.00 more than 6 months in
advance. This service can be terminated with 30 calendar days written notice. In the event of
early termination, the client will be billed for the hours worked at a rate of $350.00 per hour
and the client will be refunded the difference.
Financial Planning Hourly Fee
For financial plans completed on an hourly basis, the rate is $350.00 per hour. The fee is
negotiable. The fee is due at the beginning of process; however, The Fiduciary Alliance will not
bill an amount above $1,200.00 more than 6 months in advance. This service can be terminated
with 30 calendar days written notice. In the event of early termination, the client will be billed
for the hours worked and the client will be refunded the difference.
Other Types of Fees and Expenses
Our fees are exclusive of brokerage commissions, transaction fees, and other related costs and
expenses that may be incurred by the client. Clients may incur certain charges imposed by
custodians, brokers, and other third parties such as custodial fees, deferred sales charges, odd-
lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and taxes
on brokerage accounts and securities transactions. Mutual fund and exchange traded funds
also charge internal management fees, which are disclosed in a fund’s prospectus. Such
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charges, fees and commissions are exclusive of and in addition to our fee, and we shall not
receive any portion of these commissions, fees, and costs.
Item 12 further describes the factors that we consider in selecting or recommending broker-
dealers for a client’s transactions and determining the reasonableness of their compensation
(e.g., commissions).
We do not accept compensation for the sale of securities or other investment products
including asset-based sales charges or service fees from the sale of mutual funds.
We provide an additional service for accounts not directly held in our custody, but where we
do have discretion, and may leverage an Order Management System to implement tax-efficient
asset location and opportunistic rebalancing strategies on behalf of the client. These are
primarily 401(k) accounts, Health Savings Accounts (HSAs) and other assets we do not custody.
We regularly review the available investment options in these accounts, monitor them, and
rebalance and implement our strategies in the same way we do other accounts, though using
different tools as necessary. All clients engaging in Investment Management Services must
either engage in Comprehensive Financial Planning or meet a $150,000 minimum of assets
under management. This fee will be assessed and billed quarterly. Specifically, the exact
amount charged is determined by the daily average over the course of the quarter. The current
exception for this is directly managed held-away accounts, which are determined by the
account value at the end of the quarter. In either case, if the Adviser only manages your assets
for part of a quarter, the charge will be prorated. The advisory fee is a blended fee and is
calculated by assessing the percentage rates using the predefined levels of assets as shown in
the above chart and applying the fee to the daily average of the account value or the account
value as of the last day of the previous quarter (per the paragraph above), resulting in a
combined weighted fee. For example, an account valued at $2,000,000 would pay an effective
fee of 1% with the annual fee being $20,000 (a quarterly fee of $5,000). Investment
management fees are generally directly debited on a pro rata basis from client accounts. The
exception for this is directly managed held-away accounts, such as 401(k)’s. As it is impossible
to directly debit the fees from these accounts, those fees will be assigned to the client’s taxable
accounts on a pro-rata basis. If the client does not have a taxable account, those fees will be
billed directly to the client. Accounts initiated or terminated during a calendar quarter will be
charged a pro-rated fee based on the amount of time remaining in the billing period. An
account may be terminated with written notice at least 15 calendar days in advance. For
accounts that are billed in advance, a refund will be pro-rated based on the number of days
remaining in the quarter.
Commissionable Securities Sales
Representatives of our firm may be registered representatives of Fortune Financial Services,
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members FINRA/SIPC. As such they are able to accept compensation for the sale of securities
or other investment products, including distribution or service (“trail”) fees from the sale of
mutual funds. Clients should be aware that the practice of accepting commissions for the sale
of securities presents a conflict of interest and gives our firm and/or our representatives an
incentive to recommend investment products based on the compensation received. Our firm
generally addresses commissionable sales conflicts that arise when explaining to clients these
sales create an incentive to recommend based on the compensation to be earned and/or when
recommending commissionable mutual funds, explaining that “no-load” funds are also
available.
Item 6: Performance-Based Fees and
Side-By-Side Management
The Fiduciary Alliance, LLC may receive a carried interest or performance-based fee in some
instances, because a portion of the net investment profit may be paid to the advisor in some
investments after certain performance thresholds are met, a “Carried Interest payment.” The
payment may differ depending on the alternative investment, however TFA could receive up to
a 25% carried interest performance-based fee above a certain annual return agreed to prior by
the client, calculated and paid at the end of the holding period. The holding period is defined as
the life of the Funds. The Carried Interest, or performance fee, applies exclusively to accounts
involved in specific types of alternative investments.
While different Funds may have varying investment strategies, potential investors should note
that the payment by the Funds of the Performance Allocation may nonetheless provide an
incentive for TFA to make investments that are riskier or more speculative than would be the
case in the absence of such an arrangement. Generally, and except as may be otherwise set
forth in the limited partnership agreement or subscription document of the Funds (the
“Agreement”), this conflict is mitigated by (i) set procedures contained in the allocation
provisions set forth in the Agreements; and (ii) provisions and procedures set forth in TFA’s
Code of Ethics requiring TFA to maintain a fiduciary standard and act in the best interests of the
client.
Please see Item 10 – Other Financial Industry Activities and Affiliations below for additional
information relating to how conflicts of interests are generally addressed by TFA.
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Item 7: Types of Clients
We provide financial planning and portfolio management services to individuals, high net-worth
individuals and other investment advisers. We do not have a minimum account size
requirement. For an asset-based fee, TFA may contract directly with third party broker-dealers to
provide advisory consulting services to their clients.
Our primary methods of investment analysis are fundamental, technical, cyclical and charting
analysis.
Item 8: Methods of Analysis, Investment
Strategies and Risk of Loss
Fundamental analysis involves analyzing individual companies and their industry groups, such
as a company’s financial statements, details regarding the company’s product line, the
experience, and expertise of the company’s management, and the outlook for the company’s
industry. The resulting data is used to measure the true value of the company’s stock compared
to the current market value. The risk of fundamental analysis is that information obtained may
be incorrect and the analysis may not provide an accurate estimate of earnings, which may be
the basis for a stock’s value. If securities prices adjust rapidly to new information, utilizing
fundamental analysis may not result in favorable performance.
Technical analysis involves using chart patterns, momentum, volume, and relative strength in an
effort to pick sectors that may outperform market indices. However, there is no assurance of
accurate forecasts or that trends will develop in the markets we follow. In the past, there have
been periods without discernible trends and similar periods will presumably occur in the future.
Even where major trends develop, outside factors like government intervention could potentially
shorten them.
Furthermore, one limitation of technical analysis is that it requires price movement data, which
can translate into price trends sufficient to dictate a market entry or exit decision. In a trendless
or erratic market, a technical method may fail to identify trends requiring action. In addition,
technical methods may overreact to minor price movements, establishing positions contrary to
overall price trends, which may result in losses. Finally, a technical trading method may
underperform other trading methods when fundamental factors dominate price moves within a
given market.
Cyclical analysis is a type of technical analysis that involves evaluating recurring price patterns
and trends based upon business cycles. Economic/business cycles may not be predictable and
may have many fluctuations between long term expansions and contractions. The lengths of
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economic cycles may be difficult to predict with accuracy and therefore the risk of cyclical
analysis is the difficulty in predicting economic trends and consequently the changing value of
securities that would be affected by these changing trends.
Charting analysis involves the gathering and processing of price and volume information for a
particular security. This price and volume information is analyzed using mathematical
equations. The resulting data is then applied to graphing charts, which is used to predict future
price movements based on price patterns and trends. Charts may not accurately predict future
price movements. Current prices of securities may not reflect all information about the security
and day-to-day changes in market prices of securities may follow random patterns and may not
be predictable with any reliable degree of accuracy.
We refer clients to third-party investment advisers (“outside managers”). Our analysis of
outside managers involves the examination of the experience, expertise, investment
philosophies, and past performance of the outside managers in an attempt to determine if that
manager has demonstrated an ability to invest over a period of time and in different economic
conditions. We monitor the manager’s underlying holdings, strategies, concentrations and
leverage as part of our overall periodic risk assessment. Additionally, as part of our due-
diligence process, we survey the manager’s compliance and business enterprise risks. A risk of
investing with an outside 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, as we do not control the underlying
investments in an outside manager’s portfolio, there is also 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.
Material Risks Involved
All investing strategies we offer involve risk and may result in a loss of your original investment
which you should be prepared to bear. Many of these risks apply equally to stocks, bonds,
commodities and any other investment or security. Material risks associated with our
investment strategies are listed below.
Market Risk: Market risk involves the possibility that an investment’s current market value will
fall because of a general market decline, reducing the value of the investment regardless of the
operational success of the issuer’s operations or its financial condition.
Strategy Risk: The Adviser’s investment strategies and/or investment techniques may not work
as intended.
Interest Rate Risk: Bond (fixed income) prices generally fall when interest rates rise, and the
value may fall below par value or the principal investment. The opposite is also generally true:
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bond prices generally rise when interest rates fall. In general, fixed income securities with
longer maturities are more sensitive to these price changes. Most other investments are also
sensitive to the level and direction of interest rates.
Inflation: Inflation may erode the buying-power of your investment portfolio, even if the dollar
value of your investments remains the same.
Short Selling: We may sell securities short in certain situations. Selling short involves the sale of
borrowed securities. In order to sell a security short, we must borrow the security from a
securities lender and deliver it to the buyer. We are then obligated to return the security to the
lender at its request (although we remain free to return the security to the lender at any time
prior to the lender’s request). We ordinarily fulfill our obligation to return a security previously
sold short by purchasing it in the open market.
The principal risk in selling a particular security short is that contrary to our expectation, the price
of the security will rise, resulting in a loss equal to the difference between the cost of acquiring
the security (for return to the lender) and the net proceeds of the short sale. This risk of loss is
theoretically unlimited; since there is theoretically no limit on the price to which the security sold
short may rise. Another risk is that we may be forced to unwind a short sale at a disadvantageous
time for any number of reasons. For example, a lender may call back a stock at a time the market
for such stock is illiquid or additional stock is not available to borrow. In addition, some traders
may attempt to profit by making large purchases of a security that has been sold short. These
traders hope that, by driving up the price of the security through their purchases, they will induce
short sellers to seek to minimize their losses by buying the security in the open market for return
to their lenders, thereby driving the price of the security even higher. In certain cases, we may
find it difficult if not impossible to establish the desired short position because of a limited supply
of the security available for borrowing. In these cases, we may be compelled to forego a
potentially profitable investment opportunity.
Use of Leverage: We may use leverage in its investments, generally through borrowing to
purchase financial instruments (e.g., traditional margin purchases). Moreover, to the extent we
purchase securities with borrowed funds, the client’s account value will tend to increase or
decrease at a greater rate than if borrowed funds were not used, and a relatively small price
movement in a position could result in immediate and substantial losses. In a given market
setting, securities that we sell short (see “Short Selling” above) may rise in value while the value
of our long positions may decline, resulting in a situation in which leverage compounds losses.
Risks Associated with Securities
Apart from the general risks outlined above which apply to all types of investments, specific
securities may have other risks.
Commercial Paper is, in most cases, an unsecured promissory note that is issued with a
maturity of 270 days or less. Being unsecured the risk to the investor is that the issuer may
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default.
Common stocks may go up and down in price quite dramatically, and in the event of an issuer’s
bankruptcy or restructuring could lose all value. A slower-growth or recessionary economic
environment could have an adverse effect on the price of all stocks.
Corporate Bonds are debt securities to borrow money. Generally, issuers pay investors periodic
interest and repay the amount borrowed either periodically during the life of the security
and/or at maturity. Alternatively, investors can purchase other debt securities, such as zero-
coupon bonds, which do not pay current interest, but rather are priced at a discount from their
face values and their values accrete over time to face value at maturity. The market prices of
debt securities fluctuate depending on such factors as interest rates, credit quality, and
maturity. In general, market prices of debt securities decline when interest rates rise and
increase when interest rates fall. The longer the time to a bond’s maturity, the greater its
interest rate risk.
Municipal Bonds are debt obligations generally issued to obtain funds for various public
purposes, including the construction of public facilities. Municipal bonds pay a lower rate of
return than most other types of bonds. However, because of a municipal bond’s tax-favored
status, investors should compare the relative after-tax return to the after-tax return of other
bonds, depending on the investor’s tax bracket. Investing in municipal bonds carries the same
general risks as investing in bonds in general. Those risks include interest rate risk, reinvestment
risk, inflation risk, market risk, call or redemption risk, credit risk, and liquidity and valuation
risk.
Options and other derivatives carry many unique risks, including time-sensitivity, and can
result in the complete loss of principal. While covered call writing does provide a partial hedge
to the stock against which the call is written, the hedge is limited to the amount of cash flow
received when writing the option. When selling covered calls, there is a risk the underlying
position may be called away at a price lower than the current market price.
Investment Companies Risk. When a client invests in open end mutual funds or ETFs, the client
indirectly bears its proportionate share of any fees and expenses payable directly by those
funds. Therefore, the client will incur higher expenses, many of which may be duplicative. In
addition, the client’s overall portfolio may be affected by losses of an underlying fund and the
level of risk arising from the investment practices of an underlying fund (such as the use of
derivatives). ETFs are also subject to the following risks: (i) an ETF’s shares may trade at a
market price that is above or below their net asset value; (ii) the ETF may employ an investment
strategy that utilizes high leverage ratios; or (iii) trading of an ETF’s shares may be halted if the
listing exchange’s officials deem such action appropriate, the shares are de-listed from the
exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases
in stock prices) halts stock trading generally. The Adviser has no control over the risks taken by
the underlying funds in which clients invest.
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Criminal or Civil Actions
Item 9: Disciplinary Information
The Fiduciary Alliance and its management have not been involved in any criminal or civil
action.
Administrative Enforcement Proceedings
The Fiduciary Alliance and its management have not been involved in administrative
enforcement proceedings.
Self-Regulatory Organization Enforcement Proceedings
The Fiduciary Alliance and its management have not been involved in legal or disciplinary
events that are material to a client’s or prospective client’s evaluation of The Fiduciary Alliance
or the integrity of its management.
Item 10: Other Financial Industry
Activities and Affiliations
Representatives of our firm may be registered representatives of Aurora Securities, Fortune
Financial and/or licensed insurance agents. As a result of these transactions, they may receive
commissions. A conflict of interest exists as these commissionable sales create an incentive to
recommend products based on the compensation earned. To mitigate this potential conflict,
our firm will act in the client’s best interest.
TFA has a relationship with third-party insurance networking agencies that provide insurance
and annuity education, comparisons, and solutions. These third-party insurance networking
agencies have relationships with third party broker-dealers who facilitate variable annuities
and insurance products. For an asset-based fee, TFA may contract directly with third party
broker-dealers to provide advisory consulting services to their clients. The services provided by
TFA under these third-party relationships are limited to a) serving as the client relationship
manager, b) providing advice based on client relationship summaries, c) providing investment
analysis based on disclosed client assets. TFA does not receive nor share in commissions in
these relationships. TFA does not assume discretionary authority over any brokerage
accounts. Through these same relationships, TFA may recommend non variable life, an annuity
product, and receive compensation in the form of commissions or advisory fees directly from
insurance carriers.
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Our firm is not registered, nor does it have an application pending to register, as a broker-
dealer, futures commission merchant, commodity pool operator, commodity trading advisor, or
an associated person of the foregoing entities.
Our firm does not recommend or select other investment advisers for clients. Our firm does not
directly or indirectly receive compensation for the recommendation or selection of other
investment advisers.
Our firm may be paid carried interest or performance fees for some types of alternative
investments. The structure and payment of the carried interest by the Funds to its Investment
Adviser may involve a conflict of interest because it may create an incentive for the Investment
Adviser to cause the Funds to make riskier or more speculative investments than it otherwise
would. In some instances, the carried interest will be split with other entities advising the
Funds.
The Fiduciary Alliance employee James Royals and John Coble are registered, or has an
application pending to register, as a broker-dealer or a registered representative of a broker-
dealer.
No Fiduciary Alliance employee is registered, or have an application pending to register, as a
futures commission merchant, commodity pool operator or a commodity trading advisor.
The Fiduciary Alliance does not have any related parties. As a result, we do not have a
relationship with any related parties.
The Fiduciary Alliance only receives compensation directly from clients. We do not receive
compensation from any outside source. We do not have any conflicts of interest with any
outside party.
Recommendations or Selections of Other Investment Advisers
The Fiduciary Alliance refers clients to other investment advisers to manage their accounts. In
such circumstances. This situation creates a conflict of interest. However, when referring clients
to another investment adviser, the client’s best interest and suitability of the other investment
advisers will be the main determining factors of The Fiduciary Alliance. This relationship is
disclosed to the client at the commencement of the advisory relationship. These compensation
arrangements present a conflict of interest because The Fiduciary Alliance has a financial
incentive to recommend the services of the other investment advisers. You are not obligated,
contractually or otherwise, to use the services of any other investment advisers we
recommend. Additionally, The Fiduciary Alliance will only recommend another investment
adviser who is properly licensed or registered as an investment adviser.
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Item 11: Code of Ethics, Participation or
Interest in Client Transactions and
Personal Trading
As a fiduciary, our firm and its associates have a duty of utmost good faith to act solely in the
best interests of each client. Our clients entrust us with their funds and personal information,
which in turn places a high standard on our conduct and integrity. Our fiduciary duty is a core
aspect of our Code of Ethics and represents the expected basis of all of our dealings.
Code of Ethics Description
This code does not attempt to identify all possible conflicts of interest, and literal compliance
with each of its specific provisions will not shield associated persons from liability for personal
trading or other conduct that violates a fiduciary duty to advisory clients. A summary of the Code
of Ethics' Principles is outlined below.
Integrity - Associated persons shall offer and provide professional services with
•
integrity.
•
Objectivity - Associated persons shall be objective in providing professional services to
clients.
•
Competence - Associated persons shall provide services to clients competently and
maintain the necessary knowledge and skill to continue to do so in those areas in which
they are engaged.
•
Fairness - Associated persons shall perform professional services in a manner that is fair
and reasonable to clients, principals, partners, and employers, and shall disclose
conflict(s) of interest in providing such services.
•
Confidentiality - Associated persons shall not disclose confidential client information
without the specific consent of the client unless in response to proper legal process, or as
required by law.
•
Professionalism - Associated persons’ conduct in all matter shall reflect credit of the
profession.
Diligence - Associated persons shall act diligently in providing professional services.
•
We periodically review and amend our Code of Ethics to ensure that it remains current, and we
require all firm access persons to attest to their understanding of and adherence to the Code of
Ethics at least annually. Our firm will provide of copy of its Code of Ethics to any client or
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prospective client upon request.
Investment Recommendations Involving a Material Financial Interest and
Conflicts of Interest
Neither our firm, its associates or any related person is authorized to recommend to a client, or
effect a transaction for a client, involving any security in which our firm or a related person has
a material financial interest, such as in the capacity as an underwriter, adviser to the issuer, etc.
Advisory Firm Purchase of Same Securities Recommended to Clients and
Conflicts of Interest
Our firm and its “related persons” may buy or sell securities similar to, or different from, those
we recommend to clients for their accounts. This would include employees co-investing in a
limited partner capacity in private equity deals recommended to our clients. In an effort to
reduce or eliminate certain conflicts of interest involving the firm or personal trading, our policy
may require that we restrict or prohibit associates’ transactions in specific reportable securities
transactions. Any exceptions or trading pre-clearance must be approved by the firm principal in
advance of the transaction in an account, and we maintain the required personal securities
transaction records per regulation.
Trading Securities At/Around the Same Time as Client’s Securities
From time to time, our firm or its “related persons” may buy or sell securities for themselves at
or around the same time as clients. We will not trade non-mutual fund securities prior to the
same security for clients on the day trading.
Factors Used to Select Custodians and/or Broker-Dealers
Item 12: Brokerage Practices
Fiduciary Alliance LLC does not have any affiliation with Broker-Dealers. Specific custodian
recommendations are made to client based on their need for such services. We recommend
custodians based on the reputation and services provided by the firm.
1. Research and Other Soft-Dollar Benefits
The Securities and Exchange Commission defines soft dollar practices as arrangement under
which products or services other than execution services are obtained by TFA from or through
a broker-dealer in exchange for directing Client transactions to the broker-dealer. Although
TFA has no formal soft dollar arrangements, the firm may receive products, research and/or
other services from custodians or broker-dealers connected to client transactions or "soft
dollar benefits". As permitted by Section 28(e) of the Securities Exchange Act of 1934, TFA
receives economic benefits as a result of commissions generated from securities transactions
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by the custodian or broker-dealer from the accounts of TFA. TFA cannot ensure that a
particular client will benefit from soft dollars or the client's transactions paid for the soft dollar
benefits. TFA does not seek to proportionately allocate benefits to client accounts to any soft
dollar benefits generated by the accounts.
2. Brokerage for Client Referrals
We receive no referrals from a broker-dealer or third party in exchange for using that broker-
dealer or third party.
3. Clients Directing Which Broker/Dealer/Custodian to Use
We do recommend a specific custodian for clients to use, however, clients may custody their
assets at a custodian of their choice. Clients may also direct us to use a specific broker-dealer
to execute transactions. By allowing clients to choose a specific custodian, we may be unable
to achieve most favorable execution of client transaction, and this may cost clients’ money
over using a lower-cost custodian.
Aggregating (Block) Trading for Multiple Client Accounts
Generally, we combine multiple orders for shares of the same securities purchased for advisory
accounts we manage (this practice is commonly referred to as “block trading”). We will then
distribute a portion of the shares to participating accounts in a fair and equitable manner. The
distribution of the shares purchased is typically proportionate to the size of the account, but it
is not based on account performance or the amount or structure of management fees. Subject
to our discretion, regarding particular circumstances and market conditions, when we combine
orders, each participating account pays an average price per share for all transactions and pays
a proportionate share of all transaction costs. Accounts owned by our firm or persons
associated with our firm may participate in block trading with your accounts; however, they will
not be given preferential treatment.
Participant Account Management (Discretionary)
We use a third-party platform to facilitate management of held away assets such as defined
contribution plan participant accounts, with discretion. The platform allows us to avoid being
considered to have custody of Client funds since we do not have direct access to Client log-in
credentials to affect trades. We are not affiliated with the platform in any way and receive no
compensation from them for using their platform. A link will be provided to the Client allowing
them to connect an account(s) to the platform. Once Client account(s) is connected to the
platform, Adviser will review the current account allocations. When deemed necessary, Adviser
will rebalance the account considering client investment goals and risk tolerance, and any
change in allocations will consider current economic and market trends. The goal is to improve
account performance over time, minimize loss during difficult markets, and manage internal
fees that harm account performance. Client account(s) will be reviewed at least quarterly, and
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allocation changes will be made as deemed necessary.
Schwab Advisor Services
For clients who we recommend Schwab Advisor Services, we participate in the institutional
advisor program (the “Program”) offered by Charles Schwab & Co., Inc. (“Formerly TD
Ameritrade Institutional”) , an unaffiliated SEC-registered broker-dealer and FINRA member.
Schwab offers to independent investment advisors services which include custody of securities,
trade execution, clearance and settlement of transactions. We receive some benefits from
Schwab through our participation in the Program, as discussed below in Item 14.
Item 13: Review of Accounts
Client accounts with the Investment Management Service will be reviewed regularly on a
quarterly basis. The account is reviewed with regards to the client’s investment policies and risk
tolerance levels. Events that may trigger a special review would be unusual performance,
addition or deletions of client-imposed restrictions, excessive draw-down, volatility in
performance, or buy and sell decisions from the firm or per client's needs.
Clients will receive trade confirmations from the broker(s) for each transaction in their accounts
as well as monthly or quarterly statements and annual tax reporting statements from their
custodian showing all activity in the accounts, such as receipt of dividends and interest.
The Fiduciary Alliance will make available written reports to Investment Management clients on
a quarterly basis. We urge clients to compare these reports against the account statements
they receive from their custodian.
We have referral fee arrangements with unaffiliated promoters. These arrangements comply
with Rule 206(4)-3 and Rule 206(4)-5 requirements under the Investment Advisers Act of 1940.
Item 14: Client Referrals and Other
Compensation
Schwab
As disclosed above in Item 12, we participate in Schwab’s institutional customer program and
may recommend Schwab to clients for custody and brokerage services. There is no direct link
between our participation in the program and the investment advice we give to our clients,
although we receive economic benefits through our participation in the program that are
typically not available to Schwab retail investors. These benefits include the following products
and services (provided without cost or at a discount): receipt of duplicate client statements and
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confirmations; research related products and tools; consulting services; access to a trading
desk; access to block trading (which provides the ability to aggregate securities transactions for
execution and then allocate the appropriate shares to client accounts); the ability to have
advisory fees deducted directly from client accounts; access to an electronic communications
network for client order entry and account information; access to mutual funds with no
transaction fees and to certain institutional money managers; and discounts on compliance,
marketing, research, technology, and practice management products or services provided to us
by third party vendors. Schwab may also have paid for business consulting and professional
services received by our related persons. Some of the products and services made available by
Schwab through the program may benefit us but may not benefit our client accounts. These
products or services may assist us in managing and administering client accounts, including
accounts not maintained at Schwab. Other services made available by Schwab are intended to
help us manage and further develop our business enterprise. The benefits received by us or our
personnel through participation in the program do not depend on the amount of brokerage
transactions directed to Schwab. As part of our fiduciary duties to clients, we endeavor at all
times to put the interests of our clients first. Clients should be aware, however, that the receipt
of economic benefits by us or our related persons in and of itself creates a potential conflict of
interest and may indirectly influence our choice of Schwab for custody and brokerage services.
SmartVestor (Ramsey Solutions)
The Fiduciary Alliance may have some representatives advertise their investment advisory
services on the website of The Lampo Group, LLC d/b/a Ramsey Solutions™ (“RS”), which
operates a program known as SmartVestor™. As the Securities and Exchange Commission
deems RS to be a promoter within the meaning of Rule 206(4)-3 under the Investment Advisers
Act of 1940, The Fiduciary Alliance makes the following disclosure: SmartVestor™ is an
advertising service for investing professionals. When a consumer provides contact information
through the SmartVestor™ website, the program introduces the consumer to up to five (5)
investing professionals (“Pros”) in their geographic area. It is up to the consumer to interview
the Pros and decide whether to directly retain them. As a SmartVestor™ Pro, The Fiduciary
Alliance pays RS a flat monthly membership and advertising fee to advertise their services in
the SmartVestor™ Program. In return, The Fiduciary Alliance receives contact information for
prospective investment advisory clients. Consumers entering a zip code corresponding to The
Fiduciary Alliance’s advertising markets can view their profile, and other Pros in the same
markets, on the SmartVestor™ website. The advertising fee is based upon criteria including
market size (small, medium, large, or premium) and historic volume of web traffic to RS’s
SmartVestor™ website. The fees paid by The Fiduciary Alliance are irrespective of whether
someone becomes a client, and the fees are not passed on to the client. The fees paid are not
based upon the number of leads, contacts, or referrals which The Fiduciary Alliance may receive
from RS or the SmartVestor™ website. The Fiduciary Alliance do not pay to or share with RS or
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SmartVestor™ any portion of the investment advisory fees a client is charged. Neither RS nor its
affiliates are engaged in providing investment advice. RS does not receive, control, access or
monitor client funds, accounts, or portfolios of The Fiduciary Alliance. Any services rendered by
The Fiduciary Alliance are solely their services and not those of RS or SmartVestor™.
Item 15: Custody
The Fiduciary Alliance does not accept custody of client funds. Clients should receive at least
quarterly statements from the broker dealer, bank or other qualified custodian that holds and
maintains the client’s investment assets. We urge you to carefully review such statements and
compare such official custodial records to the account statements or reports that we may
provide to you. Our statements or reports may vary from custodial statements based on
accounting procedures, reporting dates, or valuation methodologies of certain securities. In
certain circumstances, The Fiduciary Alliance will be paid a carried interest or performance fee.
In all of these circumstances, another investment adviser will be listed as the adviser to the
Funds and be required to complete any annual audits that may be required. Our firm will
ensure that these have been completed and maintain copies for due diligence.
The Fiduciary Alliance does not have physical custody of any client funds and/or securities and
does not take custody of client accounts at any time. Client funds and securities will be held
with a bank, broker dealer, or other independent qualified custodian. However, by granting
The Fiduciary Alliance written authorization to automatically deduct fees from client accounts,
The Fiduciary Alliance is deemed to have limited custody. You will receive account statements
from the independent, qualified custodian holding your funds at least quarterly. The account
statement from your custodian will indicate the amount of advisory fees deducted from your
account(s) each billing cycle. Clients should carefully review statements received from the
custodian.
Standing Letters of Authorization
Some clients may execute limited powers of attorney or other standing letters of authorization
that permit the firm to transfer money from their account with the client’s independent
qualified Custodian to third parties. This authorization to direct the Custodian may be deemed
to cause our firm to exercise limited custody over your funds or securities and for regulatory
reporting purposes, we are required to keep track of the number of clients and accounts for
which we may have this ability. We do not have physical custody of any of your funds and/or
securities. Your funds and securities will be held with a bank, broker-dealer, or other
independent, qualified custodian. You will receive account statements from the independent,
qualified custodian(s) holding your funds and securities at least quarterly. The account
statements from your custodian(s) will indicate any transfers that may have taken place within
your account(s) each billing period. You should carefully review account statements for
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accuracy.
Item 16: Investment Discretion
For those client accounts where we provide investment management services, we maintain
discretion over client accounts with respect to securities to be bought and sold and the amount
of securities to be bought and sold. Investment discretion is explained to clients in detail when
an advisory relationship has commenced. At the start of the advisory relationship, the client will
execute a Limited Power of Attorney, which will grant our firm discretion over the account.
Additionally, the discretionary relationship will be outlined in the advisory contract and signed
by the client. Clients may impose reasonable restrictions on investing in certain securities,
types of securities, or industry sectors.
Item 17: Voting Client Securities
We do not vote Client proxies. Therefore, Clients maintain exclusive responsibility for: (1) voting
proxies, and (2) acting on corporate actions pertaining to the Client’s investment assets. The
Client shall instruct the Client’s qualified custodian to forward to the Client copies of all proxies
and shareholder communications relating to the Client’s investment assets. If the client would
like our opinion on a particular proxy vote, they may contact us at the number listed on the
cover of this brochure.
In most cases, you will receive proxy materials directly from the account custodian. However, in
the event we were to receive any written or electronic proxy materials, we would forward them
directly to you by mail, unless you have authorized our firm to contact you by electronic mail, in
which case, we would forward you any electronic solicitation to vote proxies.
Item 18: Financial Information
Registered Investment Advisers are required in this Item to provide you with certain financial
information or disclosures about our financial condition. We have no financial commitment that
impairs our ability to meet contractual and fiduciary commitments to clients, and we have not
been the subject of a bankruptcy proceeding.
We do not have custody of client funds or securities or require or solicit prepayment of more
than $1,200 in fees per client six months in advance.
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