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Item 1: Cover Page
Part 2A of Form ADV: Firm Brochure
March 18, 2025
Wealth Preservation Advisors, LLC
715 Market Street, Suite 307
Chattanooga, TN 37402
https://www.wpafinancial.com/
Firm Contact:
Nina Strozak
Chief Compliance Officer
This brochure provides information about the qualifications and business practices of Wealth
Preservation Advisors, LLC. If clients have any questions about the contents of this brochure, please
contact us at (423) 486-9400 or nina.strozak@wpafinancial.com. 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. Additional information about our firm is also available on the SEC’s
website at www.adviserinfo.sec.gov by searching CRD #167518.
Please note that the use of the term “registered investment adviser” and description of our firm
and/or our associates as “registered” does not imply a certain level of skill or training. Clients are
encouraged to review this Brochure and Brochure Supplements for our firm’s associates who advise
clients for more information on the qualifications of our firm and our employees.
Item 2: Material Changes
Wealth Preservation Advisors, LLC is required to make clients aware of information that has changed
since the last annual update to the Firm Brochure (“Brochure”) and that may be important to them.
Clients can then determine whether to review the brochure in its entirety or to contact us with
questions about the changes.
Since the last annual amendment filed on March 18, 2025, the following changes have been made:
No material changes were made.
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Item 3: Table of Contents
Item 1: Cover Page ....................................................................................................................................... 1
Item 2: Material Changes ............................................................................................................................ 2
Item 3: Table of Contents ............................................................................................................................ 3
Item 4: Advisory Business .......................................................................................................................... 4
Item 5: Fees & Compensation ..................................................................................................................... 6
Item 6: Performance-Based Fees & Side-By-Side Management .............................................................. 7
Item 7: Types of Clients & Account Requirements ................................................................................... 8
Item 8: Methods of Analysis, Investment Strategies & Risk of Loss ........................................................ 8
Item 9: Disciplinary Information .............................................................................................................. 11
Item 10: Other Financial Industry Activities & Affiliations .................................................................... 12
Item 11: Code of Ethics, Participation or Interest in Client Transactions & Personal Trading ........... 12
Item 12: Brokerage Practices ................................................................................................................... 13
Item 13: Review of Accounts or Financial Plans ..................................................................................... 16
Item 14: Client Referrals & Other Compensation ................................................................................... 17
Item 15: Custody ....................................................................................................................................... 17
Item 16: Investment Discretion ............................................................................................................... 18
Item 17: Voting Client Securities .............................................................................................................. 18
Item 18: Financial Information ................................................................................................................ 19
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Item 4: Advisory Business
Our firm is dedicated to providing individuals and other types of clients with a wide array of
investment advisory services. Our firm is a limited liability company formed under the laws of the
State of Tennessee in 2013 and has been in business as an investment adviser since that time. Our
firm is wholly owned HTP Enterprises, LLC, which is wholly owned by Gene Rice.
Our firm provides asset management and investment consulting services for many different types of
clients to help meet their financial goals while remaining sensitive to risk tolerance and time
horizons. As a fiduciary it is our duty to always act in the client’s best interest. This is accomplished
in part by knowing the client. Our firm has established a service-oriented advisory practice with open
lines of communication. Working with clients to understand their investment objectives while
educating them about our process, facilitates the kind of working relationship we value.
Types of Advisory Services Offered
Comprehensive Portfolio Management:
As part of our Comprehensive Portfolio Management service clients will be provided with asset
management and financial planning or consulting services. This service is designed to assist clients
in meeting their financial goals through the use of a financial plan or consultation. Our firm conducts
client meetings to understand their current financial situation, existing resources, financial goals, and
tolerance for risk. Based on what is learned, an investment approach is presented to the client,
consisting of individual stocks, bonds, ETFs, options, mutual funds and other public and private
securities or investments. Once the appropriate portfolio has been determined, portfolios are
continuously and regularly monitored, and if necessary, rebalanced based upon the client’s individual
needs, stated goals and objectives. Upon client request, our firm provides a summary of observations
and recommendations for the planning or consulting aspects of this service.
Retirement Plan Consulting:
Our firm provides retirement plan consulting services to employer plan sponsors on an ongoing
basis. Generally, such consulting services consist of assisting employer plan sponsors in establishing,
monitoring, and reviewing their company's participant-directed retirement plan. As the needs of the
plan sponsor dictate, areas of advising could include investment options, plan structure and
participant education. Retirement Plan Consulting services typically include:
•
Investment Options – Our firm will work with the Plan Sponsor to evaluate existing
investment options and make recommendations for appropriate changes.
•
• Asset Allocation and Portfolio Construction – Our firm will develop strategic asset allocation
models to aid Participants in developing strategies to meet their investment objectives, time
horizon, financial situation, and tolerance for risk.
Investment Monitoring – Our firm will monitor the performance of the investments and
notify the client in the event of over/underperformance and in times of market volatility.
In providing services for retirement plan consulting, our firm does not provide any advisory services
with respect to the following types of assets: employer securities, real estate (excluding real estate
funds and publicly traded REITS), participant loans, non-publicly traded securities or assets, other
illiquid investments, or brokerage window programs (collectively, “Excluded Assets”). All retirement
plan consulting services shall be in compliance with the applicable state laws regulating retirement
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consulting services. This applies to client accounts that are retirement or other employee benefit
plans (“Plan”) governed by the Employee Retirement Income Security Act of 1974, as amended
(“ERISA”). If the client accounts are part of a Plan, and our firm accepts appointment to provide
services to such accounts, our firm acknowledges its fiduciary standard within the meaning of Section
3(21) or 3(38) of ERISA as designated by the Retirement Plan Consulting Agreement with respect to
the provision of services described therein.
Sub-Advisers:
Our firm provides clients with a list of investment advisory services of a sub-adviser for the individual
management of client accounts. As part of this process, we assist clients in identifying an appropriate
sub-adviser. Investment advice and trading of securities will only be offered by or through the chosen
sub-adviser. Our firm will not offer advice on any specific securities or other investments in connection
with this service. Prior to selecting a sub-adviser, our firm will provide initial due diligence on sub-
advisers and ongoing reviews of their management of client accounts. In order to assist in the selection
of a sub-adviser, our firm will typically gather client information pertaining to financial situation,
investment objectives, and reasonable restrictions to be imposed upon the management of the account,
which are often very limited.
Our firm will periodically review sub-adviser reports provided to the client at least semi-annually.
Our firm will contact clients from time to time, as agreed to with the client, in order to review their
financial situation and objectives; communicate information to sub-advisers as warranted; and,
assist the client in understanding and evaluating the services provided by the sub-adviser. Clients
will be expected to notify our firm of any changes in their financial situation, investment objectives,
or account restrictions that could affect their financial standing. The client may also directly contact
the sub-adviser managing the account or sponsoring the program.
Tailoring of Advisory Services
Our firm offers individualized investment advice to our Comprehensive Portfolio Management
clients. General investment advice will be offered to our Financial Consulting, Retirement Plan
Consulting, and Third-Party Money Management clients.
Each Comprehensive Portfolio Management client has the opportunity to place reasonable restrictions
on the types of investments to be held in the portfolio. Restrictions on investments in certain securities
or types of securities may not be possible due to the level of difficulty this would entail in managing
the account.
Participation in Wrap Fee Programs
Our firm does not offer or sponsor a wrap fee program.
Regulatory Assets Under Management
Our firm manages $513,075,725 on a discretionary basis and $22,975,699 on a non-discretionary
basis as of December 31, 2024.
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Item 5: Fees & Compensation
Compensation for Our Advisory Services
Comprehensive Portfolio Management:
Assets Under Management
Any Assets
Annual Percentage of Assets Charge
Up to 2.0%
Fees to be assessed will be outlined in the advisory agreement to be signed by the client. Annualized
fees are billed on a pro-rata basis quarterly in advance based on the value of the account(s) on the
last day of the previous quarter. Fees are negotiable and will be deducted from client account(s). Fees
assessed to investments are based on valuations in their Charles Schwab or Raymond James
accounts, unless the investment is held directly with the fund administrator (i.e., Fee Based Annuities
and Hedge Funds). If the investment is held directly with the custodian or fund administrator, we
assess fees based on the valuation of the most recent billing statement from the custodian or fund
administrator. Our firm bills on cash unless otherwise indicated in writing. We are not required to
make billing adjustments for deposits and withdrawals during the quarter. We typically do not
charge quarterly fees on deposits or withdrawals of existing accounts unless the change is material
i.e., 50% of their value. We do charge fees on intra quarter deposits on a pro rata basis for new
accounts. In rare cases, our firm will agree to directly invoice. As part of this process, Clients
understand the following:
a) The client’s independent custodian sends statements at least quarterly showing the market
values for each security included in the Assets and all account disbursements, including the
amount of the advisory fees paid to our firm;
b) Clients will provide authorization permitting our firm to be directly paid by these terms. Our
firm will send an invoice directly to the custodian; and
c) If our firm sends a copy of our invoice to the client, a legend urging the comparison of
information provided in our statement with those from the qualified custodian will be
included.
Retirement Plan Consulting:
Our Retirement Plan Consulting services are billed on a fee based on the percentage of Plan assets
under management. The total estimated fee, as well as the ultimate fee charged, is based on the scope
and complexity of our engagement with the client. Fees based on a percentage of managed Plan assets
will not exceed 1.00%. The fee-paying arrangements for Retirement Plan Consulting service will be
determined on a case-by-case basis and will be detailed in the signed consulting agreement.
Sub-advisers:
The total annual advisory fee for this service shall not exceed 1.80% This fee is inclusive of the fees
charged by the sub-adviser. The exact portion of this fee that is paid to our firm on an ongoing basis
by the sub-adviser will be outlined in the sub-adviser’s advisory agreement to be signed by the client.
Clients will be provided with a copy of the chosen sub-adviser’s Form ADV Part 2, all relevant
Brochures, a solicitation disclosure statement detailing the fees to be paid to both firms and the sub-
adviser’s privacy policy. All fees that our firm receives from the sub-advisers and the written separate
disclosures made to clients regarding these fees comply with applicable state statutes and rules. Our
firm notes that the sub-adviser that we recommend will not directly charge the client a higher fee
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than would be charged without our firm’s recommendation. Our firm also notes that we shall receive
payment once recommendation has occurred and the client has decided to open a managed account
with the sub-adviser.
The billing procedures for this service vary based on the chosen sub-adviser. The total fee to be
charged, as well as the billing cycle, will be detailed in the sub-adviser’s ADV Part 2A and separate
advisory agreement to be signed by the client.
Other Types of Fees & Expenses
Clients will incur transaction charges for trades executed by their chosen custodian. These
transaction fees are separate from our firm’s advisory fees and will be disclosed by the chosen
custodian. Charles Schwab & Co., Inc. (“Schwab”), and Raymond James does not charge transaction
fees for U.S. listed equities and exchange traded funds.
Clients may also pay holdings charges imposed by the chosen custodian for certain investments,
charges imposed directly by a mutual fund, index fund, or exchange traded fund, which shall be
disclosed in the fund’s prospectus (i.e., fund management fees, initial or deferred sales charges,
mutual fund sales loads, 12b-1 fees, surrender charges, variable annuity fees, IRA and qualified
retirement plan fees, and other fund expenses), mark-ups and mark-downs, spreads paid to market
makers, fees for trades executed away from custodian, wire transfer fees and other fees and taxes on
brokerage accounts and securities transactions. Our firm does not receive a portion of these fees.
Termination & Refunds
Either party may terminate the advisory agreement signed with our firm for Comprehensive
Portfolio Management services in writing at any time. Upon notice of termination our firm will
process a pro-rata refund of the unearned portion of the advisory fees charged in advance at the
beginning of the quarter.
Either party to a Retirement Plan Consulting Agreement may terminate at any time by providing
written notice to the other party. Full refunds will only be made in cases where cancellation occurs
within 5 business days of signing an agreement. After 5 business days from initial signing, either
party must provide the other party 30 days written notice to terminate billing. Billing will terminate
30 days after receipt of termination notice. Clients will be charged on a pro-rata basis, which takes
into account work completed by our firm on behalf of the client. Clients will incur charges for bona
fide advisory services rendered up to the point of termination (determined as 30 days from receipt
of said written notice) and such fees will be due and payable.
Commissionable Securities Sales
Our firm and representatives do not sell securities for a commission in advisory accounts.
Item 6: Performance-Based Fees & Side-By-Side Management
Our firm does not charge performance-based fees.
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Item 7: Types of Clients & Account Requirements
Our firm has the following types of clients:
Individuals and High Net Worth Individuals;
•
• Businesses, Corporations
• Trusts and Estates;
• 401K Plans, Simple, and SEP IRA Plans;
Our firm does not impose requirements for opening and maintaining accounts or otherwise engaging
us.
Item 8: Methods of Analysis, Investment Strategies & Risk of Loss
Methods of Analysis
Securities analysis methods rely on the assumption that the companies whose securities are
purchased and/or sold, the rating agencies that review these securities, and other publicly-available
sources of information about these securities, are providing accurate and unbiased data. While our
firm is alert to indications that data may be incorrect, there is always a risk that our firm’s analysis
may be compromised by inaccurate or misleading information.
Charting: In this type of technical analysis, our firm reviews charts of market and security activity in
an attempt to identify when the market is moving up or down and to predict when how long the trend
may last and when that trend might reverse.
Cyclical Analysis: Statistical analysis of specific events occurring at a sufficient number of relatively
predictable intervals that they can be forecasted into the future. Cyclical analysis asserts that cyclical
forces drive price movements in the financial markets. Risks include that cycles may invert or
disappear and there is no expectation that this type of analysis will pinpoint turning points, instead
be used in conjunction with other methods of analysis.
Fundamental Analysis: The analysis of a business's financial statements (usually to analyze the
business's assets, liabilities, and earnings), health, and its competitors and markets. When analyzing
a stock, futures contract, or currency using fundamental analysis there are two basic approaches one
can use: bottom up analysis and top down analysis. The terms are used to distinguish such analysis
from other types of investment analysis, such as quantitative and technical. Fundamental analysis is
performed on historical and present data, but with the goal of making financial forecasts. There are
several possible objectives: (a) to conduct a company stock valuation and predict its probable price
evolution; (b) to make a projection on its business performance; (c) to evaluate its management and
make internal business decisions; (d) and/or to calculate its credit risk.; and (e) to find out the
intrinsic value of the share.
When the objective of the analysis is to determine what stock to buy and at what price, there are two
basic methodologies investors rely upon: (a) Fundamental analysis maintains that markets may
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misprice a security in the short run but that the "correct" price will eventually be reached. Profits can
be made by purchasing the mispriced security and then waiting for the market to recognize its
"mistake" and reprice the security.; and (b) Technical analysis maintains that all information is
reflected already in the price of a security. Technical analysts analyze trends and believe that
sentiment changes predate and predict trend changes. Investors' emotional responses to price
movements lead to recognizable price chart patterns. Technical analysts also analyze historical
trends to predict future price movement. Investors can use one or both of these different but
complementary methods for stock picking. This presents a potential risk, as 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.
Technical Analysis: A security analysis methodology for forecasting the direction of prices through
the study of past market data, primarily price and volume. A fundamental principle of technical
analysis is that a market's price reflects all relevant information, so their analysis looks at the history
of a security's trading pattern rather than external drivers such as economic, fundamental and news
events. Therefore, price action tends to repeat itself due to investors collectively tending toward
patterned behavior – hence technical analysis focuses on identifiable trends and conditions.
Technical analysts also widely use market indicators of many sorts, some of which are mathematical
transformations of price, often including up and down volume, advance/decline data and other
inputs. These indicators are used to help assess whether an asset is trending, and if it is, the
probability of its direction and of continuation. Technicians also look for relationships between
price/volume indices and market indicators. Technical analysis employs models and trading rules
based on price and volume transformations, such as the relative strength index, moving averages,
regressions, inter-market and intra-market price correlations, business cycles, stock market cycles
or, classically, through recognition of chart patterns. Technical analysis is widely used among traders
and financial professionals and is very often used by active day traders, market makers and pit
traders. The risk associated with this type of analysis is that analysts use subjective judgment to
decide which pattern(s) a particular instrument reflects at a given time and what the interpretation
of that pattern should be.
Investment Strategies We Use
We use the following strategies in managing client accounts, provided that such strategies are
appropriate to the needs of the client and consistent with the client's investment objectives, risk
tolerance, and time horizons, among other considerations:
Alternative Investments: Hedge funds, commodity pools, Real Estate Investment Trusts (“REITs”),
Private Equity, Business Development Companies (“BDCs”), and other alternative investments
involve a high degree of risk and can be illiquid due to restrictions on transfer and lack of a secondary
trading market. They can be highly leveraged, speculative and volatile, and an investor could lose all
or a substantial amount of an investment. Alternative investments may lack transparency as to share
price, valuation and portfolio holdings. Complex tax structures often result in delayed tax reporting.
Compared to mutual funds, hedge funds and commodity pools are subject to less regulation and often
charge higher fees. Alternative investment managers typically exercise broad investment discretion
and may apply similar strategies across multiple investment vehicles, resulting in less diversification.
If a hedge fund or private investment has a large drop in value or becomes illiquid, our firm has the
ability to lower client values, for billing purposes, well below the custodian, administrator, Charles
Schwab, or Raymond James valuation.
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Long-Term Purchases: Our firm may buy securities for your account and hold them for a relatively
long time (more than a year) in anticipation that the security’s value will appreciate over a long
horizon. The risk of this strategy is that our firm could miss out on potential short-term gains that
could have been profitable to your account, or it’s possible that the security’s value may decline
sharply before our firm make a decision to sell.
Margin Transactions: Our firm may purchase securities for your portfolio with money borrowed
from your brokerage account. This allows you to purchase more stock than you would be able to with
your available cash and allows us to purchase securities without selling other holdings. Margin
accounts and transactions are risky and not necessarily appropriate for every client.
The potential risks associated with these transactions are (1) You can lose more funds than are
deposited into the margin account; (2) the forced sale of securities or other assets in your account;
(3) the sale of securities or other assets without contacting you; (4) you may not be entitled to choose
which securities or other assets in your account(s) are liquidated or sold to meet a margin call; and
(5) custodians charge interest on margin balances which will reduce your returns over time.
Options: An option is a financial derivative that represents a contract sold by one party (the option
writer) to another party (the option holder). The contract offers the buyer the right, but not the
obligation, to buy (call) or sell (put) a security or other financial asset at an agreed-upon price (the
strike price) during a certain period of time or on a specific date (exercise date). Options are
extremely versatile securities. Traders use options to speculate, which is a relatively risky practice,
while hedgers use options to reduce the risk of holding an asset. In terms of speculation, option
buyers and writers have conflicting views regarding the outlook on the performance of an
Call Option: Call options give the option to buy at certain price, so the buyer would want the stock to
go up. Conversely, the option writer needs to provide the underlying shares in the event that the
stock's market price exceeds the strike due to the contractual obligation. An option writer who sells
a call option believes that the underlying stock's price will drop relative to the option's strike price
during the life of the option, as that is how he will reap maximum profit. This is exactly the opposite
outlook of the option buyer. The buyer believes that the underlying stock will rise; if this happens,
the buyer will be able to acquire the stock for a lower price and then sell it for a profit. However, if
the underlying stock does not close above the strike price on the expiration date, the option buyer
would lose the premium paid for the call option.
Put Option: Put options give the option to sell at a certain price, so the buyer would want the stock to
go down. The opposite is true for put option writers. For example, a put option buyer is bearish on
the underlying stock and believes its market price will fall below the specified strike price on or
before a specified date. On the other hand, an option writer who shorts a put option believes the
underlying stock's price will increase about a specified price on or before the expiration date. If the
underlying stock's price closes above the specified strike price on the expiration date, the put option
writer's maximum profit is achieved. Conversely, a put option holder would only benefit from a fall
in the underlying stock's price below the strike price. If the underlying stock's price falls below the
strike price, the put option writer is obligated to purchase shares of the underlying stock at the strike
price.
The potential risks associated with these transactions are that (1) all options expire. The closer the
option gets to expiration, the quicker the premium in the option deteriorates; and (2) Prices can move
very quickly. Depending on factors such as time until expiration and the relationship of the stock
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price to the option’s strike price, small movements in a stock can translate into big movements in the
underlying options.
Short-Term Purchases: When utilizing this strategy, our firm may also purchase securities with the
idea of selling them within a relatively short time (typically a year or less). Our firm do this in an
attempt to take advantage of conditions that our firm believe will soon result in a price swing in the
securities our firm purchase. The potential risk associated with this investment strategy is associated
with the currency or exchange rate. Currency or exchange rate risk is a form of risk that arises from
the change in price of one currency against another. The constant fluctuations in the foreign currency
in which an investment is denominated vis-à-vis one's home currency may add risk to the value of a
security. Currency risk is greater for shorter term investments, which do not have time to level off
like longer term foreign investments.
[NON-COMMISSION] Variable Annuities (“VA”): A variable annuity is a type of annuity contract
that allows for the accumulation of capital on a tax-deferred basis. As opposed to a fixed annuity that
offers a guaranteed interest rate and a minimum payment at annuitization, variable annuities offer
investors the opportunity to generate higher rates of returns by investing in equity and bond
subaccounts. If a variable annuity is annuitized for income, the income payments can vary based on
the performance of the subaccounts. Risks associated with VAs may include:
• Taxes and federal penalties for early withdrawal
• Surrender charges for early withdrawal can last for years
• Earnings taxed at ordinary income tax rates
• Mortality expense to compensate the insurance company for insurance risks
• Fees and expenses imposed for the subaccounts
• Other features with additional fees and charges
•
Investment losses
Risk of Loss
Investing in securities involves risk of loss that clients should be prepared to bear. While the stock
market may increase and the account(s) could enjoy a gain, it is also possible that the stock market
may decrease, and the account(s) could suffer a loss. It is important that clients understand the risks
associated with investing in the stock market, and that their assets are appropriately diversified in
investments. Clients are encouraged to ask our firm any questions regarding their risk tolerance.
Description of Material, Significant or Unusual Risks
Our firm generally invests client cash balances in money market funds, FDIC Insured Certificates of
Deposit, high-grade commercial paper and/or government backed debt instruments. Ultimately, our
firm tries to achieve the highest return on client cash balances through relatively low-risk
conservative investments. In most cases, at least a partial cash balance will be maintained in a money
market account so that our firm may debit advisory fees for our services related to our
Comprehensive Portfolio Management, services, as applicable.
Item 9: Disciplinary Information
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There are no legal or disciplinary events that are material to the evaluation of our advisory business
or the integrity of our management.
Item 10: Other Financial Industry Activities & Affiliations
Representatives of our firm are insurance agents. They offer insurance products and receive
customary fees as a result of insurance sales. A conflict of interest exists as these insurance sales
create an incentive to recommend products based on the compensation adviser and/or our
supervised persons may earn. To mitigate this potential conflict, our firm will act in the client’s best
interest.
Please see Item 4 above for more information about the selection of sub-advisers. The compensation
paid to our firm by third party managers may vary, and thus, creates a conflict of interest in
recommending a manager who shares a larger portion of its advisory fees over another manager.
Prior to recommending third party advisors to clients, our firm will ensure that third party advisors
are licensed, or notice filed with the respective authorities. A potential conflict of interest in utilizing
third party advisors may be an incentive to us in selecting a particular advisor over another in the
form of fees or services. In order to minimize this conflict our firm will make our
recommendations/selections in the best interest of our clients.
Item 11: Code of Ethics, Participation or Interest in
Client Transactions & Personal Trading
As a fiduciary, it is an investment adviser’s responsibility to provide fair and full disclosure of all material
facts and to act solely in the best interest of each of our clients at all times. Our fiduciary duty is the
underlying principle for our firm’s Code of Ethics, which includes procedures for personal securities
transaction and insider trading. Our firm requires all representatives to conduct business with the
highest level of ethical standards and to comply with all federal and state securities laws at all times.
Upon employment with our firm, and at least annually thereafter, all representatives of our firm will
acknowledge receipt, understanding and compliance with our firm’s Code of Ethics. Our firm and
representatives must conduct business in an honest, ethical, and fair manner and avoid all circumstances
that might negatively affect or appear to affect our duty of complete loyalty to all clients. This disclosure
is provided to give all clients a summary of our Code of Ethics. If a client or a potential client wishes to
review our Code of Ethics in its entirety, a copy will be provided promptly upon request.
Our firm recognizes that the personal investment transactions of our representatives demands the
application of a Code of Ethics with high standards and requires that all such transactions be carried out
in a way that does not endanger the interest of any client. At the same time, our firm also believes that if
investment goals are similar for clients and for our representatives, it is logical, and even desirable, that
there be common ownership of some securities.
In order to prevent conflicts of interest, our firm has established procedures for transactions effected by
our representatives for their personal accounts1. In order to monitor compliance with our personal
1 For purposes of the policy, our associate’s personal account generally includes any account (a) in the name of our associate, his/her spouse,
his/her minor children or other dependents residing in the same household, (b) for which our associate is a trustee or executor, or (c) which our
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trading policy, our firm has pre-clearance requirements and a quarterly securities transaction reporting
system for all of our representatives.
Neither our firm nor a related person recommends, buys or sells for client accounts, securities in
which our firm or a related person has a material financial interest without prior disclosure to the
client.
Related persons of our firm may buy or sell securities and other investments that are also
recommended to clients. In order to minimize this conflict of interest, our related persons will place
client interests ahead of their own interests and adhere to our firm’s Code of Ethics, a copy of which
is available upon request.
Likewise, related persons of our firm buy or sell securities for themselves at or about the same time they
buy or sell the same securities for client accounts. In order to minimize this conflict of interest, our
related persons will place client interests ahead of their own interests and adhere to our firm’s Code of
Ethics, a copy of which is available upon request. Further, our related persons will refrain from buying
or selling the same securities for 24 hours prior to buying or selling for our clients. If related persons’
accounts are included in a block trade, our related persons will always trade personal accounts last.
Item 12: Brokerage Practices
The Custodian & Brokers We Use
We do not maintain custody of client assets that we manage, although we may be deemed to have
constructive custody of client assets if our firm is given the authority to withdraw assets from client
account(s) (see “Item 15: Custody”). Client assets must be maintained in an account at a “qualified
custodian,” generally a broker/dealer or bank. We recommend Raymond James Financial Services,
Inc. (“RJFS”) and Charles Schwab & Co., Inc. (“Schwab”) (collectively “Recommended Custodians”),
members FINRA/SIPC/NFA, as the qualified custodian from whom we are independently owned and
operated. The Recommended Custodians will hold client assets in a brokerage account and buy and
sell securities when we instruct them to. While we recommend that clients use the Recommended
Custodians, clients will decide whether to do so and will open an account with the Recommended
Custodians by entering into an account agreement directly with them. We do not open the account
for clients, although we may assist in doing so. If clients do not wish to place their assets with the
Recommended Custodians, we will not be able manage the account(s).
Not all advisors require their clients to use a particular broker-dealer or other custodian selected by
the advisor. Even though a client account is maintained at the Recommended Custodians, we can still
use other brokers to execute trades for that account as described below (see “Client Brokerage &
Custody Costs”).
How We Select Brokers/Custodians
We seek to use a custodian/broker who will hold client assets and execute transactions on terms that
are, overall, most advantageous when compared to other available providers and their services. We
associate controls, including our client accounts which our associate controls and/or a member of his/her household has a direct or indirect
beneficial interest in.
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Wealth Preservation Advisors, LLC
consider a wide range of factors, including, among others:
• Combination of transaction execution services and asset custody services (generally without
a separate fee for custody)
• Capability to execute, clear, and settle trades (buy and sell securities for client account(s))
• Capability to facilitate transfers and payments to and from accounts (wire transfers, check
requests, bill payment, etc.)
• Availability of investment research and tools that assist us in making investment decisions
• Quality of services
• Competitiveness of the price of those services (commission rates, margin interest rates, other
fees, etc.) and willingness to negotiate the prices
• Reputation, financial strength, and stability
• Prior service to us and our other clients
• Availability of other products and services that benefit us, as discussed
Client Brokerage & Custody Costs
The Recommended Custodians generally do not charge clients separately for custody services but are
compensated by charging client’s commissions or other fees on trades that it executes or that settle
into the client’s account(s). In addition to commissions, Recommended Custodians charge the account
a flat dollar amount as a “prime broker” or “trade away” fee for each trade that we have executed by
a different broker-dealer but where the securities bought or the funds from the securities sold are
deposited (settled) into the Recommended Custodians’ account. These fees are in addition to the
commissions or other compensation paid to the executing broker-dealer. Because of this, in order to
minimize trading costs, we have Recommended Custodians execute most trades for client account(s).
We have determined that having Recommended Custodians execute most trades is consistent with
our duty to seek “best execution” of trades. Best execution means the most favorable terms for a
transaction based on all relevant factors, including those listed above (see “How We Select
Brokers/Custodians”).
As part of our fiduciary duties to our 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 our firm or our
related persons in and of itself creates a potential conflict of interest and may indirectly influence our
firm’s choice of the Recommended Custodians for custody and brokerage services.
Products & Services Available to Us
Our firm recommends Schwab Advisor Services™ (formerly called Schwab Institutional®) as well as
RJFS Institutional platform. Schwab and RJFS offer services to independent investment advisors
which include custody of securities, trade execution, clearance and settlement of transactions.
RJFS and Schwab provide our firm and our clients with access to institutional brokerage—trading,
custody, reporting, and related services—many of which are not typically available to retail
customers. The Recommended Custodians also make available various support services. Some of
those services help us manage or administer our client accounts, while others help us manage and
grow our business. The Recommended Custodians’ support services are generally available on an
unsolicited basis (we don’t have to request them) and at no charge to us. The Recommend Custodians
do not require that our firm collectively maintain a minimum total of assets under management
Following is a more detailed description of the provided support services:
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Wealth Preservation Advisors, LLC
Services That Benefit Clients
The Recommended Custodians’ brokerage services include access to a broad range of investment
products, execution of securities transactions, and custody of client assets. The investment products
available through RJFS and Schwab include some to which we might not otherwise have access or
that would require a significantly higher minimum initial investment by our clients.
Services That May Not Directly Benefit Clients
Other products and services that benefit us, but may not directly benefit clients or client account(s),
may be made available to our firm. These products and services assist us in managing and
administering our clients’ accounts. They include investment research, both the Recommended
Custodians’ own and that of third parties. This research may be used to service all or a substantial
number of our client accounts, including accounts not maintained with the Recommended
Custodians. In addition to investment research, the Recommended Custodians may also make
available software and other technology that provide the following:
• Access to client account data (such as duplicate trade confirmations and account statements)
• Research related products and tools
• Trade execution
• Block trading (which provides the ability to aggregate securities transactions for execution
and then allocate the appropriate shares to Client accounts)
• Pricing and other market data
• Payment of our fees from our clients’ accounts
• Back-office functions, recordkeeping, and client reporting
Services That Generally Benefit Us
The Recommended Custodians may also offer other services intended to help us manage and further
develop our business enterprise. These services include:
• Educational conferences and events
• Consulting on technology, compliance, legal, and business needs
• Publications and conferences on practice management and business succession
• Access to employee benefits providers, human capital consultants, and insurance providers
The Recommended Custodians may provide some of these services itself. In other cases, it will
arrange for third-party vendors to provide the services to us. The Recommended Custodians may also
discount or waive fees for some of these services or pay all or a part of a third party’s fees. They may
also provide us with other benefits, such as occasional business entertainment of our personnel.
Irrespective of direct or indirect benefits to our client through the Recommended Custodians, our
firm strives to enhance the client experience, help clients reach their goals and put client interests
before that of our firm or associated persons.
Our Interest in These Services
The availability of these services from the Recommended Custodians benefits us because we do not
have to produce or purchase them. Our firm does not have to pay for these services, and they are not
contingent upon committing any specific amount of business to the Recommended Custodians in
trading commissions or assets in custody. Our Recommended Custodians’ selection is primarily
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Wealth Preservation Advisors, LLC
supported by the scope, quality, and price of services (see “How We Select Brokers/Custodians”) and
not services that benefit only us.
Soft Dollar Benefits
Soft dollar practices are arrangements whereby an investment adviser directs transactions to a
broker‐dealer in exchange for certain products and services that are allowable under SEC and
California rules. Client commissions may be used to pay for brokerage and research services and
products as long as they are eligible under Section 28(e) of the Exchange Act of 1934. Section 28(e)
sets forth a “safe harbor,” which provides that an investment adviser that has discretion over a client
account is not in breach of its fiduciary duty when paying more than the lowest commission rate
available if the adviser determines in good faith that the rate paid is commensurate with the value of
brokerage and research services provided by the broker‐dealer.
Wealth Preservation Advisors has a soft dollar benefit arrangement.
Aggregation of Purchase or Sale
Our firm provides investment management services for various clients. There are occasions on which
portfolio transactions may be executed as part of concurrent authorizations to purchase or sell the same
security for numerous accounts served by our firm, which involve accounts with similar investment
objectives. Although such concurrent authorizations potentially could be either advantageous or
disadvantageous to any one or more particular accounts, they are affected only when our firm believes
that to do so will be in the best interest of the effected accounts. When such concurrent authorizations
occur, the objective is to allocate the executions in a manner which is deemed equitable to the accounts
involved. In any given situation, our firm attempts to allocate trade executions in the most equitable
manner possible, taking into consideration client objectives, current asset allocation and availability of
funds using price averaging, proration and consistently non-arbitrary methods of allocation.
Item 13: Review of Accounts or Financial Plans
Our management personnel or financial advisors’ reviews accounts on at least an annual basis for
our Comprehensive Portfolio Management and Third-Party Money Management clients. The nature
of these reviews is to learn whether client accounts are in line with their investment objectives,
appropriately positioned based on market conditions, and investment policies, if applicable. Our firm
does not provide written reports to clients, unless asked to do so. On at least an annual basis our
Comprehensive Portfolio Management and Third-Party Money Management clients are contacted by
our Firm.
Our firm may review client accounts more frequently than described above. Among the factors which
may trigger an off-cycle review are major market or economic events, the client’s life events, requests
by the client, etc.
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Retirement Plan Consulting clients receive reviews of their retirement plans for the duration of the
service. Our firm also provides ongoing services where clients are met with upon their request to
discuss updates to their plans, changes in their circumstances, etc. Retirement Plan Consulting clients
do not receive written or verbal updated reports regarding their plans unless they choose to engage
our firm for ongoing services.
Item 14: Client Referrals & Other Compensation
Recommended Custodians
Our firm receives economic benefit from Recommended Custodians in the form of the support
products and services made available to our firm and other independent investment advisors that
have their clients maintain accounts at Schwab and RJFS. These products and services, how they
benefit our firm, and the related conflicts of interest are described above (see Item 12 – Brokerage
Practices). The availability of Schwab and RJFS’s products and services is not based on our firm giving
particular investment advice, such as buying particular securities for our clients.
Referral Fees
Our firm currently does not engage in any referrals. If the firm were to pay referral fees (non-
commission based) to independent solicitors (non-registered representatives) for the referral of
their clients to our firm, it would be in accordance with Rule 206 (4)-1 of the Investment Advisers
Act of 1940. Such referral fee represents a share of our investment advisory fee charged to our clients.
This arrangement will not result in higher costs to the referred client. In this regard, our firm
maintains Solicitors Agreements in compliance with Rule 206 (4)-1 of the Investment Advisers Act
of 1940 and applicable state and federal laws. All clients referred by Solicitors to our firm will be
given full written disclosure describing the terms and fee arrangements between our firm and
Solicitor(s). In cases where state law requires licensure of solicitors, our firm ensures that no
solicitation fees are paid unless the solicitor is registered as an investment adviser representative of
our firm. If our firm is paying solicitation fees to another registered investment adviser, the licensure
of individuals is the other firm’s responsibility.
Item 15: Custody
While our firm does not maintain physical custody of client assets (which are maintained by a
qualified custodian, as discussed above), we are deemed to have custody of certain client assets if
given the authority to withdraw assets from client accounts, as further described below under
“Standing Instructions.” All our clients receive account statements directly from their qualified
custodian(s) at least quarterly upon opening of an account. We urge our clients to carefully review
these statements. Additionally, if our firm decides to send its own account statements to clients, such
statements will include a legend that recommends the client compare the account statements
received from the qualified custodian with those received from our firm. Clients are encouraged to
raise any questions with us about the custody, safety or security of their assets and our custodial
recommendations.
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On February 21, 2017, the SEC issued a no‐action letter (“Letter”) with respect to the Rule 206(4)‐2
(“Custody Rule”) under the Investment Advisers Act of 1940 (“Advisers Act”). The letter provided
guidance on the Custody Rule as well as clarified that an adviser who has the power to disburse client
funds to a third party under a standing letter of instruction (“SLOA”) is deemed to have custody. As
such, our firm has adopted the following safeguards in conjunction with our custodian, Schwab and
RJFS:
• The client provides an instruction to the qualified custodian, in writing, that includes the
client’s signature, the third party’s name, and either the third party’s address or the third
party’s account number at a custodian to which the transfer should be directed.
• The client authorizes the investment adviser, in writing, either on the qualified custodian’s
form or separately, to direct transfers to the third party either on a specified schedule or from
time to time.
• The client’s qualified custodian performs appropriate verification of the instruction, such as
a signature review or other method to verify the client’s authorization and provides a transfer
of funds notice to the client promptly after each transfer.
• The client has the ability to terminate or change the instruction to the client’s qualified
custodian.
• The investment adviser has no authority or ability to designate or change the identity of the
third party, the address, or any other information about the third party contained in the
client’s instruction.
• The investment adviser maintains records showing that the third party is not a related party
of the investment adviser or located at the same address as the investment adviser.
• The client’s qualified custodian sends the client, in writing, an initial notice confirming the
instruction and an annual notice reconfirming the instruction.
Item 16: Investment Discretion
Clients have the option of providing our firm with investment discretion on their behalf, pursuant to
an executed investment advisory client agreement. By granting investment discretion, our firm is
authorized to execute securities transactions, determine which securities are bought and sold, and
the total amount to be bought and sold. Should clients grant our firm non-discretionary authority,
our firm would be required to obtain the client’s permission prior to effecting securities transactions.
Limitations may be imposed by the client in the form of specific constraints on any of these areas of
discretion with our firm’s written acknowledgement.
Item 17: Voting Client Securities
Our firm does not accept the proxy authority to vote client securities. Clients will receive proxies or
other solicitations directly from their custodian or a transfer agent. In the event that proxies are sent
to our firm, our firm will forward them to the appropriate client and ask the party who sent them to
mail them directly to the client in the future. Clients may call, write or email us to discuss questions
they may have about particular proxy votes or other solicitations.
Sub-advisers selected or recommended by our firm may vote proxies for clients. Therefore, except in
the event a sub-adviser votes proxies, clients maintain exclusive responsibility for: (1) directing the
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Wealth Preservation Advisors, LLC
manner in which proxies solicited by issuers of securities beneficially owned by the client shall be
voted, and (2) making all elections relative to any mergers, acquisitions, tender offers, bankruptcy
proceedings or other type events pertaining to the client’s investment assets. Therefore (except for
proxies that may be voted by a sub-adviser), our firm and/or the client shall instruct the qualified
custodian to forward to copies of all proxies and shareholder communications relating to the client’s
investment assets.
Item 18: Financial Information
Our firm does not require the prepayment of more than $1,200 in fees when services cannot be
rendered within 6 months.
Our firm does not take custody of client funds or securities.
Our firm does not have anything to disclose regarding our financial condition.
Our firm has never been the subject of a bankruptcy proceeding.
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