A. Roth Financial Partners LLC (the “Registrant”) is a limited liability company formed in
the state of Texas on March 11, 2010. The Registrant became a registered investment
advisor with the U.S. Securities and Exchange Commission in August 2020. The Registrant
is solely owned by Peter Roth. Mr. Roth is also the Registrant’s Managing Member.
B.
INVESTMENT ADVISORY SERVICES
The Registrant provides discretionary investment advisory services on a fee basis.
Registrant’s annual investment advisory fee may include investment advisory services,
and, to the extent specifically requested by the client, financial planning and consulting
services. In the event that the client requires extraordinary planning and/or consultation
services (to be determined in the sole discretion of the Registrant), the Registrant may
determine to charge for such additional services, the dollar amount of which shall be set
forth in a separate written notice to the client.
The Registrant provides investment advisory services specific to the needs of each client.
Before providing investment advisory services, an investment adviser representative will
ascertain each client’s investment objectives. Thereafter, the Registrant will recommend
that the client allocate investment assets consistent with the designated investment
objectives. The Registrant primarily recommends that clients allocate investment assets
among various individual equity (stocks), debt (bonds) and fixed income securities, mutual
funds and/or exchange traded funds (“ETFs”) in accordance with the client’s designated
investment objective(s). Once allocated, the Registrant provides ongoing monitoring and
review of account performance, asset allocation and client investment objectives.
FINANCIAL PLANNING AND CONSULTING SERVICES (STAND-ALONE)
The Registrant may provide financial planning and/or consulting services (including
investment and non-investment related matters, including estate planning, insurance
planning, etc.) on a stand-alone separate fee basis.
Prior to engaging the Registrant to provide planning or consulting services, clients are
generally required to enter into an agreement with Registrant setting forth the terms and
conditions of the engagement (including termination), describing the scope of the services
to be provided, and the portion of the fee that is due from the client prior to Registrant
commencing services.
It remains the client’s responsibility to promptly notify the Registrant if there is ever any
change in their financial situation or investment objectives for the purpose of reviewing,
evaluating or revising Registrant’s previous recommendations and/or services.
Miscellaneous
Limitations of Financial Planning and Non-Investment Consulting/Implementation
Services. As indicated above, to the extent requested by a client, Registrant may provide
financial planning and related consulting services inclusive of its advisory fee as set forth
at Item 5 below (exceptions may occur based upon assets under management, special
projects, etc., for which the Registrant may charge a separate fee). However, neither the
Registrant nor its investment adviser representatives assist clients with the implementation
of any financial plan, unless they have agreed to do so in writing. The Registrant does not
monitor a client’s financial plan, unless specifically engaged to do so, and it is the client’s
responsibility to revisit the financial plan with the Registrant, if desired.
Furthermore, although the Registrant may provide recommendations regarding non-
investment related matters, such as estate planning, tax planning and insurance, the
Registrant does not serve as an attorney or accountant, and no portion of its services should
be construed as legal or accounting services. Accordingly, the Registrant does not prepare
estate planning documents or tax returns. Although Registrant’s Chief Compliance Officer,
Eric Johnson, is a CPA, Mr. Johnson does not provide tax preparation or accounting
services or advice to Registrant’s clients.
To the extent requested by a client, the Registrant may recommend the services of other
professionals for certain non-investment implementation purposes (i.e. attorneys,
accountants, insurance, etc.), including Mr. Roth in his individual capacity as a licensed
insurance agent (See disclosure at Item 10.C below). The client is under no obligation to
engage the services of any such recommended professional. The client retains absolute
discretion over all such implementation decisions and is free to accept or reject any
recommendation from Registrant and/or its representatives.
If the client engages any recommended unaffiliated professional, and a dispute arises
thereafter relative to such engagement, the client agrees to seek recourse exclusively from
and against the engaged professional. At all times, the engaged licensed professional(s)
(i.e. attorney, accountant, insurance agent, etc.), and not the Registrant, shall be responsible
for the quality and competency of the services provided.
Independent Managers. Registrant may recommend that the client allocate a portion of a
client’s investment assets among unaffiliated independent investment managers
(“Independent Manager(s)”) in accordance with the client’s designated investment
objective(s). In such situations, the Independent Manager(s) will have day-to-day
responsibility for the active discretionary management of the allocated assets. Registrant
will continue to render investment supervisory services to the client relative to the ongoing
monitoring and review of account performance, asset allocation, and client investment
objectives. The Registrant generally considers the following factors when recommending
Independent Manager(s): the client’s designated investment objective(s), management
style, performance, reputation, financial strength, reporting, pricing, and research.
The investment management fees charged by the designated Independent Manager(s) are
exclusive of, and in addition to, Registrant’s ongoing investment advisory fee, subject to
the terms and conditions of a separate agreement between the client and the Independent
Manager(s). Registrant’s advisory fee is set forth in the fee schedule at Item 5 below.
The Registrant will generally access Independent Managers in conjunction with the
Raymond James Consulting Services (“RJCS”) wrap program. Each client will receive a
copy of the separate RJCS wrap program brochure. As discussed in the RJCS wrap
brochure, the client receives the services of the Independent Manager(s) and corresponding
transactions fees and custody services provided by Raymond James for one combined fee.
See Item 5.D. below
Use of Mutual and Exchange Traded Funds: Most mutual funds and exchange traded
funds are available directly to the public. Therefore, a prospective client can obtain many
of the funds that may be utilized by Registrant independent of engaging Registrant as an
investment advisor. However, if a prospective client determines to do so, he/she will not
receive Registrant’s initial and ongoing investment advisory services.
In addition to Registrant’s investment advisory fee described below, and transaction and/or
custodial fees discussed below, clients will also incur, relative to all mutual fund and
exchange traded fund purchases, charges imposed at the fund level (e.g. management fees
and other fund expenses).
Socially Responsible Investing Limitations. Socially Responsible Investing involves the
incorporation of Environmental, Social and Governance (“ESG”) considerations into the
investment due diligence process. There are potential limitations associated with allocating
a portion of an investment portfolio in ESG securities (i.e., securities that have a mandate
to avoid, when possible, investments in such products as alcohol, tobacco, firearms, oil
drilling, gambling, etc.). The number of these securities may be limited when compared to
those that do not maintain such a mandate. ESG securities could underperform broad
market indices. Investors must accept these limitations, including potential for
underperformance. Correspondingly, the number of ESG mutual funds and exchange
traded funds are limited when compared to those that do not maintain such a mandate. As
with any type of investment (including any investment and/or investment strategies
recommended and/or undertaken by Registrant), there can be no assurance that investment
in ESG securities or funds will be profitable or prove successful. Registrant does not
actively include or implement ESG considerations into its investment due diligence
process. However, it will consider undertaking certain ESG limitations at a client’s
request. The Registrant does not maintain or advocate an ESG investment strategy, but
will seek to employ ESG if directed by a client to do so.
Account Aggregation Reporting Services. Registrant uses account aggregation software,
which can incorporate client investment assets that are not part of the assets that Registrant
manages (the “Excluded Assets”). Unless agreed
to otherwise, in writing, the client and/or
their other advisors that maintain trading authority, and not Registrant, shall be exclusively
responsible for the investment performance of the Excluded Assets. Unless also agreed to
otherwise, in writing, Registrant does not provide investment management, monitoring or
implementation services for the Excluded Assets. The client can engage Registrant to
provide investment management services for the Excluded Assets pursuant to the terms
and conditions of the Investment Advisory Agreement between Registrant and the client.
Portfolio Activity. Registrant has a fiduciary duty to provide services consistent with the
client’s best interest. As part of its investment advisory services, Registrant will review
client portfolios on an ongoing basis to determine if any changes are necessary based upon
various factors, including, but not limited to, investment performance, fund manager
tenure, style drift, account additions/withdrawals, and/or a change in the client’s
investment objective. Based upon these factors, there may be extended periods of time
when Registrant determines that changes to a client’s portfolio are neither necessary nor
prudent. Clients nonetheless remain subject to the fees described in Item 5 below during
periods of account inactivity.
Cash Positions. Registrant continues to treat cash as an asset class. As such, unless
determined to the contrary by Registrant, all cash positions (money markets, etc.) shall
continue to be included as part of assets under management for purposes of calculating
Registrant’s advisory fee. At any specific point in time, depending upon perceived or
anticipated market conditions/events (there being no guarantee that such anticipated market
conditions/events will occur), Registrant may maintain cash positions for defensive
purposes. In addition, while assets are maintained in cash, such amounts could miss market
advances. Depending upon current yields, at any point in time, Registrant’s advisory fee
could exceed the interest paid by the client’s money market fund.
Cash Sweep Accounts. Account custodians generally require that cash proceeds from
account transactions or cash deposits be swept into and/or initially maintained in the
custodian’s sweep account. The yield on the sweep account is generally lower than those
available in money market accounts. To help mitigate this issue, Registrant generally
purchases a higher yielding money market fund available on the custodian’s platform with
cash proceeds or deposits, unless Registrant reasonably anticipates that it will utilize the
cash proceeds during the subsequent 30-day period to purchase additional investments for
the client’s account. Exceptions and/or modifications can and will occur with respect to all
or a portion of the cash balances for various reasons, including, but not limited to, the
amount of dispersion between the sweep account and a money market fund, an indication
from the client of an imminent need for such cash, or the client has a demonstrated history
of writing checks from the account.
Retirement Rollovers-Potential for Conflict of Interest: A client or prospective client
leaving an employer typically has four options regarding an existing retirement plan (and
may engage in a combination of these options): (i) leave the money in the former
employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is
available and rollovers are permitted, (iii) roll over to an Individual Retirement Account
(“IRA”), or (iv) cash out the account value (which could, depending upon the client’s age,
result in adverse tax consequences). If Registrant recommends that a client roll over their
retirement plan assets into an account to be managed by Registrant, such a recommendation
creates a conflict of interest if Registrant will earn new (or increase its current)
compensation as a result of the rollover. If Registrant provides a recommendation as to
whether a client should engage in a rollover or not, Registrant is acting as 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. No client is
under any obligation to roll over retirement plan assets to an account managed by
Registrant.
When requested by the client, the Registrant may provide a recommendation as to whether
it would be appropriate for the client to engage in a rollover. If the Registrant is able to
obtain sufficient information and provides a recommendation to the client, Registrant shall
provide to the client a copy of its written analysis with supporting documentation. Prior to
assisting the client with completing the rollover, client will execute a written
acknowledgement form detailing the Registrant’s recommendation.
Although the Registrant endeavors to provide sufficient guidance to allow a client to make
an educated decision as to whether they should engage in a rollover or not, there will be
instances where the Registrant does not have access to enough information to make a
determination.
When the Registrant has completed its analysis and reasonably believes that a rollover is
not in the client’s best interest the Registrant shall recommend that the client not engage in
a rollover. However, if after completing its analysis the Registrant reasonably believes a
rollover is in the client’s best interest, the Registrant will make the recommendation to the
client that a rollover be completed.
Client Obligations. In performing its services, Registrant shall not be required to verify
any information received from the client or from the client’s other professionals and is
expressly authorized to rely thereon. Moreover, each client is advised that it remains their
responsibility to promptly notify the Registrant if there is ever any change in their financial
situation or investment objectives for the purpose of reviewing, evaluating or revising
Registrant’s previous recommendations and/or services.
Cybersecurity Risk. The information technology systems and networks that Registrant
and its third-party service providers use to provide services to Registrant’s clients employ
various controls, which are designed to prevent cybersecurity incidents stemming from
intentional or unintentional actions that could cause significant interruptions in Registrant’s
operations and result in the unauthorized acquisition or use of clients’ confidential or non-
public personal information. Clients and Registrant are nonetheless subject to the risk of
cybersecurity incidents that could ultimately cause them to incur losses, including for
example: financial losses, cost and reputational damage to respond to regulatory
obligations, other costs associated with corrective measures, and loss from damage or
interruption to systems. Although Registrant has established its systems to reduce the risk
of cybersecurity incidents from coming to fruition, there is no guarantee that these efforts
will always be successful, especially considering that Registrant does not directly control
the cybersecurity measures and policies employed by third-party service providers. Clients
could incur similar adverse consequences resulting from cybersecurity incidents that more
directly affect issuers of securities in which those clients invest, broker-dealers, qualified
custodians, governmental and other regulatory authorities, exchange and other financial
market operators, or other financial institutions.
Disclosure Statement. A copy of the Registrant’s written Brochure and CRS, as set forth
on Parts 2 and 3 of Form ADV, respectively, shall be provided to each client prior to the
execution of any new advisory agreement.
C. The Registrant shall provide investment advisory services specific to the needs of each
client. Prior to providing investment advisory services, an investment adviser
representative will ascertain each client’s investment objective(s). Thereafter, the
Registrant shall allocate and/or recommend that the client allocate investment assets
consistent with the designated investment objective(s). The client may, at any time, impose
reasonable restrictions, in writing, on the Registrant’s services.
D. Registrant does not sponsor its own wrap fee program. However, as discussed above, the
Registrant may access Independent Managers in conjunction with the RJCS wrap program.
Each client will receive a copy of the separate RJCS wrap program brochure. As discussed
in the RJCS wrap brochure, the client receives the services of the Independent Manager(s)
and corresponding transactions fees and custody services provided by Raymond James for
one combined fee. These fees are generally based upon an annual percentage of assets
under management and are calculated by the Independent Manager(s) either on a quarterly
basis or a monthly basis. Independent Manager fees are separate and in addition the
Registrant’s advisory fees.
E. As of December 31, 2022, the Registrant had $322,898,165 in assets under management
on a discretionary basis.