International Private Wealth Advisors is an investment adviser registered with the United States Securities and Exchange Commission (“SEC”) and is a limited liability company (LLC) formed under the laws of the State of California. International Private Wealth Advisors was founded in June 2022, and is owned entirely by Louis Barajas and Daniel Guillen through Barajas & Guillen Group, LLC, which is a holding company for International Private Wealth Advisors and its affiliated companies.
• Louis Barajas is a Managing Member of International Private Wealth Advisors. Louis Barajas owns 50% of International Private Wealth Advisors through Barajas & Guillen Group, LLC.
• Daniel Guillen is a Managing Member of International Private Wealth Advisors. Daniel Guillen owns 50% of International Private Wealth Advisors Barajas & Guillen Group, LLC.
• International Private Wealth Advisors filed its initial application to become registered as an investment adviser in the Fall of 2022. Introduction The investment advisory services of International Private Wealth Advisors are provided to you through an appropriately licensed individual who is an investment adviser representative of International Private Wealth Advisors (referred to as your investment adviser representative throughout this brochure). For all investment advisory services provided by International Private Wealth Advisors, you should be aware that a conflict of interest exists between our interests and your interests. You are under no obligation to act on our recommendations and, if you do, are under no obligation to effect any transaction through us. Description of Advisory Services The following are descriptions of the primary advisory services of International Private Wealth Advisors. Please understand that a written agreement, which details the exact terms of the service, must be signed by you and International Private Wealth Advisors before we can provide you the services described below. Asset Management Services – International Private Wealth Advisors offers asset management services, which involves International Private Wealth Advisors providing you with continuous and ongoing supervision over your specified accounts. You must appoint our firm as your investment adviser of record on specified accounts (collectively, the “Account”). The Account consists only of separate account(s) held by qualified custodian(s) under your name. The qualified custodians maintain physical custody of all funds and securities of the Account, and you retain all rights of ownership (e.g., right to withdraw securities or cash, exercise or delegate proxy voting and receive transaction confirmations) of the Account. The Account is managed by us based on your financial situation, investment objectives and risk tolerance. We actively monitor the Account and provide advice regarding buying, selling, reinvesting or holding securities, cash or other investments of the Account. International Private Wealth Advisors LLC Page 5 Form ADV Part 2A: Firm Brochure We will need to obtain certain information from you to determine your financial situation and investment objectives. You will be responsible for notifying us of any updates regarding your financial situation, risk tolerance or investment objective and whether you wish to impose or modify existing investment restrictions; however, we will contact you at least annually to discuss any changes or updates regarding your financial situation, risk tolerance or investment objectives. We are always reasonably available to consult with you relative to the status of your Account. You have the ability to impose reasonable restrictions on the management of your accounts, including the ability to instruct us not to purchase certain securities. It is important that you understand that we manage investments for other clients and may give them advice or take actions for them or for our personal accounts that is different from the advice we provide to you or actions taken for you. We are not obligated to buy, sell or recommend to you any security or other investment that we may buy, sell or recommend for any other clients or for our own accounts. Conflicts may arise in the allocation of investment opportunities among accounts that we manage. We strive to allocate investment opportunities believed to be appropriate for your account(s) and other accounts advised by our firm among such accounts equitably and consistent with the best interests of all accounts involved. However, there can be no assurance that a particular investment opportunity that comes to our attention will be allocated in any particular manner. If we obtain material, non-public information about a security or its issuer that we may not lawfully use or disclose, we have absolutely no obligation to disclose the information to any client or use it for any client’s benefit. Discretionary Authority to Select Unaffiliated Sub-Advisers We will have discretionary authority to select for your Accounts one or more specific sub-adviser(s) (individually “Sub-Adviser” and collectively “Sub-Advisers”) to manage the Account or a portion of the assets of the Account. The decision to select a Sub-Adviser is always based on each client’s individual needs. When a Sub-Adviser is selected by our firm, the Sub-Adviser will have discretionary authority on your Account to place trades and make changes to the Account or the portion of your Account the Sub-Adviser is authorized to manage. We will conduct due diligence of any recommended Sub-Adviser and monitor the performance of the Sub-Adviser with respect to the Sub-Advisor’s management of the designated assets of Account relative to appropriate peers and/or benchmarks. We will be available to answer questions clients have regarding any portion of client’s Account managed by a Sub-Adviser and will act as the communication conduit between Client and the Sub-Adviser. The recommendation of Sub-Advisers, or other products and funds, is done on a discretionary basis with the specific terms outlined in your Advisory Agreement. When a client authorizes us to have the ability to select Sub-Advisers or other products and funds on a discretionary basis, we will have the authority to select and terminate Sub-Advisers, products or funds without the client’s specific approval. A complete description of the Sub-Adviser’s services, practices and fees will be disclosed in the Sub- Adviser’s Form ADV Part 2A that will be provided to client. International Private Wealth Advisors LLC Page 6 Form ADV Part 2A: Firm Brochure Turnkey Asset Management Platforms To help with investment, administrative and operational functions, we have formed arrangements with two separate, third-party SEC-registered investment adviser firms that provide “turnkey asset management platforms”. AE Wealth Management, LLC and Axxcess Wealth Management, LLC each provide sub-adviser, back- office and operational services to assist us with the management of accounts through our Asset Management Services. Therefore, we will recommend to clients the use of either AE Wealth Management, LLC or Axxcess Wealth Management, LLC to help manage Account(s) or a portion of the assets of Account(s). The recommendation of AE Wealth Management, LLC and Axxcess Wealth Management, LLC is made on a non-discretionary basis. Your agreement with International Private Wealth Advisors will include the authorization to utilize AE Wealth Management, LLC and Axxcess Wealth Management, LLC. AE Wealth Management, LLC and Axxcess Wealth Management, LLC provide International Private Wealth Advisors with investment management and “back-office” (i.e. administrative and operational services) functions that include but are not limited to technology platforms to support data reconciliation, performance reporting, fee calculation and billing, research, client database maintenance, quarterly performance evaluations, models, trading platforms, and other functions related to the administrative tasks of managing client accounts. They also make available and provide access to sub-advisers available on their respective platforms. For clients that on the AE Wealth Management, LLC platform, accounts are held at National Financial Services through the Fidelity Institutional Wealth Program (collectively referred to as Fidelity). Fidelity will serve as the qualified custodian for accounts. Clients must appoint International Private Wealth Advisors and AE Wealth Management, as a sub-adviser, as their investment advisors of record on the account. For clients that on the Axxcess Wealth Management, LLC platform, accounts are held at Charles Schwab & Company, Inc, who serve as the qualified custodian for accounts. Clients must appoint International Private Wealth Advisors and Axxcess Wealth Management, LLC, as a sub-adviser, as their investment advisors of record on the account. The qualified custodians maintain physical custody of all funds and securities of the account, and you retain all rights of ownership (e.g., right to withdraw securities or cash, exercise or delegate proxy voting and receive transaction confirmations) of the account. See Item 12 – Brokerage Practices and Item 15 – Custody for more information. A complete description of AE Wealth Management, LLC and Axxcess Wealth Management, LLC respective services, practices and fees are provided in their respective Form ADV Part 2A brochure, a copy of which will be provided to you if they are utilized to assist in the management of your Account. Administrative Services Provided by Orion Advisor Services, LLC To help manage accounts through the AE Wealth Management and the Axxcess Wealth Management, LLC platforms, we pay for and utilize Orion Advisor Services, LLC (referred to as “Orion”) technology platforms to support data reconciliation, performance reporting, fee calculation and billing, client database maintenance, quarterly performance evaluations, and other functions related to the administrative tasks of managing client accounts. Due to this arrangement, Orion will have access to client accounts, but Orion will not serve as an investment advisor to our clients. Retirement Plan Services - International Private Wealth Advisors offers retirement plan services to retirement plan sponsors and to individual participants in retirement plans. For a corporate sponsor of a retirement plan, our retirement plan services can include, but are not limited to, the following services: International Private Wealth Advisors LLC Page 7 Form ADV Part 2A: Firm Brochure Fiduciary Consulting Services International Private Wealth Advisors provides the following Fiduciary Retirement Plan Consulting Services:
• Non-Discretionary Investment Advice. International Private Wealth Advisors will provide you with general, non-discretionary investment advice by recommending a third-party investment adviser to serve as the primary investment adviser for your plan. As 3(38) investment managers, the third-party investment adviser will provide investment advice related to asset classes and investment options consistent with your Plan’s investment policy statement. The third-party investment adviser will also be available to help prepare or update the Plan’s Investment Policy Statement.
• Investment Due Diligence Review. International Private Wealth Advisors will provide you with periodic due diligence reviews of the Plan’s reports, investment options and recommendations. For Fiduciary Consulting Services, all recommendations of investment options and portfolios will be submitted to you for your ultimate approval or rejection. For retirement plan Fiduciary Consulting Services, the retirement plan sponsor client or the plan participant who elects to implement any recommendations made by us is solely responsible for implementing all transactions. Fiduciary Consulting Services are not management services, and International Private Wealth Advisors does not serve as administrator or trustee of the plan. International Private Wealth Advisors does not act as custodian for any client account or have access to client funds or securities (with the exception of, some accounts, having written authorization from the client to deduct our fees). International Private Wealth Advisors acknowledges that in performing the Fiduciary Consulting Services listed above that it is acting as a “fiduciary” as such term is defined under Section 3(21)(A)(ii) of Employee Retirement Income Security Act of 1974 (“ERISA”) for purposes of providing non-discretionary investment advice only. International Private Wealth Advisors will act in a manner consistent with the requirements of a fiduciary under ERISA if, based upon the facts and circumstances, such services cause International Private Wealth Advisors to be a fiduciary as a matter of law. However, in providing the Fiduciary Consulting Services, International Private Wealth Advisors (a) has no responsibility and will not (i) exercise any discretionary authority or discretionary control respecting management of Client’s retirement plan, (ii) exercise any authority or control respecting management or disposition of assets of Client’s retirement plan, or (iii) have any discretionary authority or discretionary responsibility in the administration of Client’s retirement plan or the interpretation of Client’s retirement plan documents, (b) is not an “investment manager” as defined in Section 3(38) of ERISA and does not have the power to manage, acquire or dispose of any plan assets, and (c) is not the “Administrator” of Client’s retirement plan as defined in ERISA. Non-Fiduciary Services Although an investment adviser is considered a fiduciary under the Investment Advisers Act of 1940 and required to meet the fiduciary duties as defined by the Advisers Act, the services listed here as non- fiduciary should not be considered fiduciary services for the purposes of ERISA since Advisor is not acting as a fiduciary to the Plan as the term “fiduciary” is defined in Section 3(21)(A)(ii) of ERISA. The exact suite of services provided to a client will be listed and detailed in the Qualified Retirement Plan Agreement. International Private Wealth Advisors provides clients with the following Non-Fiduciary Retirement Plan Consulting Services: International Private Wealth Advisors LLC Page 8 Form ADV Part 2A: Firm Brochure
• Participant Education. International Private Wealth Advisors will provide education services to Plan participants about general investment principles and the investment alternatives available under the Plan. International Private Wealth Advisors’ assistance in participant investment education will be consistent with and within the scope of DOL Interpretive Bulletin 96-1. Education presentations will not take into account the individual circumstances of each participant and individual recommendations

will not be provided unless otherwise agreed upon. Plan participants are responsible for implementing transactions in their own accounts.
• Participant Enrollment. International Private Wealth Advisors will assist you with group enrollment meetings designed to increase retirement plan participation among employees and investment and financial understanding by the employees.
• Qualified Plan Development. International Private Wealth Advisors will assist you with the establishment of a qualified plan by working with you and a selected Third-Party Administrator. If you have not already selected a Third-Party Administrator, we shall assist you with the review and selection of a Third-Party Administrator for the Plan.
• Due Diligence Review. International Private Wealth Advisors will provide you with periodic due diligence reviews of your Plan’s fees and expenses and your Plan’s service providers.
• Fiduciary File Set-up. International Private Wealth Advisors will help you establish a “fiduciary file” for the Plan which contains trust documents, custodial/brokerage statements, investment performance reports, services agreements with investment management vendors, the investment policy statement, investment committee minutes, asset allocation/asset liability studies, due diligence fields on funds/money managers and monitoring procedures for funds and/or money managers.
• Benchmarking. International Private Wealth Advisors will provide you benchmarking services and will provide analysis concerning the operations of the Plan. Securities and other types of investments all bear different types and levels of risk. Those risks are typically discussed with clients in defining the investment policies and objectives that will guide investment decisions for their qualified plan accounts. Upon request, as part of our retirement plan services, we can discuss those investments and investment strategies that we believe may tend to reduce these risks for a particular client’s circumstances and plan participants. Clients and plan participants must realize that obtaining higher rates of return on investments entails accepting higher levels of risk. Based upon discussions with the client, we will attempt to identify the balance of risks and rewards that is appropriate and comfortable for the client and other employees. It is still the clients’ responsibility to ask questions if the client does not fully understand the risks associated with any investment. All plan participants are strongly encouraged to read prospectuses, when applicable, and ask questions prior to investing. We strive to render our best judgment for clients. Still, International Private Wealth Advisors cannot assure that investments will be profitable or assure that no losses will occur in their portfolios. Past performance is an important consideration with respect to any investment or investment advisor, but it is not necessarily an accurate predictor of future performance. International Private Wealth Advisors will disclose, to the extent required by ERISA Regulation Section 2550.408b-2(c), to you any change to the information that we are required to disclose under ERISA Regulation Section 2550.408b-2(c)(1)(iv) as soon as practicable, but no later than sixty (60) days from the International Private Wealth Advisors LLC Page 9 Form ADV Part 2A: Firm Brochure date on which we are informed of the change (unless such disclosure is precluded due to extraordinary circumstances beyond our control, in which case the information will be disclose as soon as practicable). In accordance with ERISA Regulation Section 2550.408b-2(c)(vi)(A), we will disclose within thirty (30) days following receipt of a written request from the responsible plan fiduciary or Plan Administrator (unless such disclose is precluded due to extraordinary circumstances beyond our control, in which case the information will be disclosed as soon as practicable) all information related to the Qualified Retirement Plan Agreement and any compensation or fees received in connection with the Agreement that is required for the Plan to comply with the reporting and disclosure requirements of Title 1 of ERISA and the regulations, forms and schedules issued thereunder. If we make an unintentional error or omission in disclosing the information required under ERISA Regulation Section 2550.408b-2(c)(1)(iv) or (vi), we will disclose to you the correct information as soon as practicable, but no later than thirty (30) days from the date on which we learn of such error or omission. Planning & Consulting Services - Our planning and consulting services do not involve implementing any transaction on your behalf or the active and ongoing monitoring or management of your investments or accounts. You have the sole responsibility for determining whether to implement our planning and consulting recommendations. To the extent that you would like to implement any of our investment recommendations through International Private Wealth Advisors or retain International Private Wealth Advisors to actively monitor and manage your investments, you must execute a separate written agreement with International Private Wealth Advisors for our Asset Management Services, as described above. Financial Planning Services International Private Wealth Advisors offers financial planning services, which involve preparing a financial plan covering specific or multiple topics. We provide wholistic written financial plans, which typically address the following topics:
• Investment Planning,
• Retirement Planning,
• Risk Management,
• Tax Planning,
• Estate Planning,
• Budgeting/Cash Flow Analysis, and
• College/Education Planning, When providing financial planning services, the role of your investment adviser representative is to find ways to help you understand your overall financial situation and help you set financial objectives. We also provide modular financial plans which only cover those specific areas of concern mutually agreed upon by you and us. A modular written financial plan is limited or segmented and does not involve the creation of a financial plan. You should be aware that there are important issues that may not be taken into consideration when your investment adviser representative develops his or her analysis and recommendations under a modular written financial plan. Financial plans prepared by us do not include specific recommendations of individual securities. Estate Planning Services We also provide estate planning and consulting services for clients that don’t need a full financial plan. Estate planning is the preparation of tasks that serve to manage an individual's asset base in the event of their incapacitation or death. The planning includes the bequest of assets to heirs and the settlement of estate taxes. International Private Wealth Advisors LLC Page 10 Form ADV Part 2A: Firm Brochure This service is focused solely on the estate planning needs of the client to assist with general information as it applies to reviews of existing plans, gathering information needed to provide outside firms in the creation of documents, and updating existing plans for clients. Depending on the client needs and desires for estate planning document review, preparation, or updates we will recommend clients utilize EncorEstate Plans (https://encorestateplans.com/), a third-party scrivener service, or estate planning attorneys. Please know that International Private Wealth Advisors is not a law firm and does not provide legal advice. We urge all clients to work closely with appropriate legal counsel, experienced in estate law, to assist with the drafting and creation of a legal estate plan. Clients are not required or obligated to utilize the services of EncorEstate Plans or any other third-party we recommend. You can work with the law firm of your choice. Provides Advice on Types of Investments International Private Wealth Advisors provides investment advice on the following types of investments:
• Mutual Funds
• Exchange Traded Funds (ETFs)
• Exchange-listed Securities
• Securities Traded Over-the-Counter
• Corporate Debt Securities
• Commercial Paper
• Certificates of Deposit
• Municipal Securities
• US Government Securities
• Interests in Partnerships Investing in Real Estate
• Interests in Partnerships Investing in Oil and Gas Interests
• Hedge Funds Although we generally provide advice only on the products previously listed, we reserve the right to offer advice on any investment product that may be suitable for each client’s specific circumstances, needs, goals and objectives. It is not our typical investment strategy to attempt to time the market, but we may increase cash holdings modestly as deemed appropriate based on your risk tolerance and our expectations of market behavior. We may modify our investment strategy to accommodate special situations such as low basis stock, stock options, legacy holdings, inheritances, closely held businesses, collectibles, or special tax situations. (Please refer to Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss for more information.) Tailor Advisory Services to Individual Needs of Clients International Private Wealth Advisors’ advisory services are always provided based on your individual needs. This means, for example, that when we provide asset management services, you are given the ability to impose restrictions on the accounts we manage for you, including specific investment selections and sectors. Our financial planning and consulting services are always provided based on your individual needs. We work with you on a one-on-one basis through interviews and questionnaires to determine your investment objectives and suitability information. International Private Wealth Advisors LLC Page 11 Form ADV Part 2A: Firm Brochure We will not enter into an investment adviser relationship with a prospective client whose investment objectives may be considered incompatible with our investment philosophy or strategies or where the prospective client seeks to impose unduly restrictive investment guidelines. Retirement Plan Rollover Recommendations When International Private Wealth Advisors provides investment advice about your retirement plan account or individual retirement account (“IRA”) including whether to maintain investments and/or proceeds in the retirement plan account, roll over such investment/proceeds from the retirement plan account to a IRA or make a distribution from the retirement plan account, we acknowledge that International Private Wealth Advisors is a “fiduciary” within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal Revenue Code (“IRC”) as applicable, which are laws governing retirement accounts. The way International Private Wealth Advisors makes money creates conflicts with your interests so International Private Wealth Advisors operates under a special rule that requires International Private Wealth Advisors to act in your best interest and not put our interest ahead of you. Under this special rule’s provisions, International Private Wealth Advisors must as a fiduciary to a retirement plan account or IRA under ERISA/IRC:
• Meet a professional standard of care when making investment recommendations (give prudent advice);
• Never put the financial interests of International Private Wealth Advisors ahead of you when making recommendations (give loyal advice);
• Avoid misleading statements about conflicts of interest, fees, and investments;
• Follow policies and procedures designed to ensure that International Private Wealth Advisors gives advice that is in your best interest;
• Charge no more than is reasonable for the services of International Private Wealth Advisors; and
• Give Client basic information about conflicts of interest. To the extent we recommend you roll over your account from a current retirement plan account to an individual retirement account managed by International Private Wealth Advisors, please know that International Private Wealth Advisors and our investment adviser representatives have a conflict of interest. We can earn increased investment advisory fees by recommending that you roll over your account at the retirement plan to an IRA managed by International Private Wealth Advisors. We will earn fewer investment advisory fees if you do not roll over the funds in the retirement plan to an IRA managed by International Private Wealth Advisors. Thus, our investment adviser representatives have an economic incentive to recommend a rollover of funds from a retirement plan to an IRA which is a conflict of interest because our recommendation that you open an IRA account to be managed by our firm can be based on our economic incentive and not based exclusively on whether or not moving the IRA to our management program is in your overall best interest. We have taken steps to manage this conflict of interest. we have adopted an impartial conduct standard whereby our investment adviser representatives will (i) provide investment advice to a retirement plan participant regarding a rollover of funds from the retirement plan in accordance with the fiduciary status described below, (ii) not recommend investments which result in International Private Wealth Advisors International Private Wealth Advisors LLC Page 12 Form ADV Part 2A: Firm Brochure receiving unreasonable compensation related to the rollover of funds from the retirement plan to an IRA, and (iii) fully disclose compensation received by International Private Wealth Advisors and our supervised persons and any material conflicts of interest related to recommending the rollover of funds from the retirement plan to an IRA and refrain from making any materially misleading statements regarding such rollover. When providing advice to a retirement plan account or IRA, our investment advisor representatives will act with the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent person acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims, based on the investment objectives, risk, tolerance, financial circumstances, and a client’s needs, without regard to the financial or other interests of International Private Wealth Advisors or our affiliated personnel. Client Assets Managed by International Private Wealth Advisors As of December 31, 2023, International Private Wealth Advisors manages $176,915,664 in Client assets, of which $167,504,606 are managed on a discretionary basis and $9,411,058 on a non-discretionary basis. Clients may request more current information at any time by contacting the Advisor.