Independent Advisor Alliance (“IAA,” “we” or “our”) is an SEC-registered investment advisor that provides clients
with asset management, retirement, and financial planning services as described below. Our home office is in
Charlotte, North Carolina, and our business model includes a network of advisory representatives with offices
located throughout the United States which operate under a separate and independently owned “do-business-
as” (“DBA”) name other than IAA. These DBA names and logos may appear on the advisory representative’s sales
and marketing materials and are not owned or controlled by IAA with the exception of Yellow Penguin,
Blackbridge Financial and Blackbridge Advisors. Regardless of the name used, these advisory representatives
remain licensed through IAA and subject to our supervision when offering advisory services through IAA.
IAA became registered as an investment advisor in 2013 and is owned by IAA Holdings, LLC (80%) and LPL
Financial (20%). For information about the experience of the advisory representative handling your account,
please refer to the brochure supplement for the advisory representative, a copy of which you should have
received along with this brochure.
Investment Advisory Services
IAA and its investment adviser representatives ("IARs") offer a variety of discretionary and non-discretionary
investment advisory services on a wrap and non-wrap fee basis. This Brochure describes the advisory programs
and advisory services offered by the IAA on a non-wrap fee basis. For more information on IAA’s Wrap Fee
Program, please see IAA’s Wrap Fee Program Brochure.
ASSET MANAGEMENT SERVICES
IAA offers Asset Management services to advisory Clients. IAA will offer Clients ongoing asset management
services through determining individual investment goals, time horizons, objectives, and risk tolerance.
Investment strategies, investment selection, asset allocation, portfolio monitoring and the overall investment
program will be based on the above factors.
Discretionary
When the Client elects to use IAA on a discretionary basis, the Client will sign a limited trading
authorization or equivalent allowing IAA to determine the securities to be bought or sold and the amount
of the securities to be bought or sold. IAA will have the authority to execute transactions in the account
without seeking Client approval on each transaction.
Non-Discretionary
When the Client elects to use IAA on a non-discretionary basis, IAA will determine the securities to be
bought or sold and the amount of the securities to be bought or sold. However, IAA will obtain prior Client
approval on each and every transaction before executing any transaction.
SUB-ADVISORS:
IAA may also select and appoint one or more Sub-Advisor(s) to provide Sub-Advisor Services to Client’s Account.
Such Sub-Advisor Services will be as determined by IAA. Such Sub-Advisor(s), in providing Sub-Advisor Services,
shall have all of the same authority relating to the management, including fee deduction authority, of Client’s
Account as is granted to IAA. In addition, at IAA’s discretion, IAA may grant such Sub-Advisor(s) full authority to
further delegate such discretionary investment authority to other Money Managers. Client will agree to such
authority within IAA’s Advisory Agreement. All fees paid by Client to IAA are inclusive of the fees paid to Sub-
Advisor.
THIRD-PARTY MANAGERS/CO-ADVISORY PLATFORMS:
IAA may also act as a solicitor and refer clients to third party investment advisory firms for management services.
The advisory representative will assist you in determining your investment objective for the account and
recommend an appropriate portfolio or management style offered by the third-party advisor. The third-party
advisor will buy and sell securities in your account on a discretionary basis. IAA does not participate in the
management of accounts managed by the third-party advisor. You should refer to the disclosure brochure for the
third-party advisor for further information about the services offered by the third-party advisor, as well as
whether or not the third-party advisor will permit you to impose reasonable restrictions on the investments
selected within the account.
IAA may also act as a solicitor and refer retirement plan participants and plan sponsors to third party investment
advisory firms for services including allocation recommendations and retirement education, but specifically
excluding account management or assistance with trading. Such services will be provided to you primarily
through a web portal provided by the third-party advisor. The advisory representative will assist you in
establishing the relationship with the third-party advisor and be available to answer questions and facilitate the
relationship on an ongoing basis. You should refer to the disclosure brochure for the third-party advisor for
further information about the services offered by the third-party advisor.
You will be required to enter into an investment advisory agreement and other account paperwork with the third-
party advisor to establish a relationship, as well as sign a disclosure that IAA is acting in a solicitation-only
capacity.
FINANCIAL PLANNING AND CONSULTING
Financial planning is a comprehensive evaluation of a client’s current and future financial state by using currently
known variables to predict future cash flows, asset values and withdrawal plans. The key defining aspect of
financial planning is that through the financial planning process, all questions, information, and analysis will be
considered as they impact and are impacted by the entire financial and life situation of the client. Clients
purchasing this service will receive a written report, providing the client with a detailed financial plan designed
to achieve his or her stated financial goals and objectives. In general, the financial plan may address any or all of
the following areas of concern:
• Personal: Family records, budgeting, personal liability, estate information and financial goals;
• Tax & Cash Flow: Income tax and spending analysis and planning for past, current, and future years. We
may illustrate the impact of various investments on a client's current income tax and future tax liability;
• Death & Disability: Cash needs at death, income needs of surviving dependents, estate planning and
disability income analysis;
• Retirement: Analysis of current strategies and investment plans to help the client achieve his or her
retirement goals;
• Investments: Analysis of investment alternatives and their potential effect on a client's portfolio;
• Estate: Analysis of financial issues with respect to living trusts, wills, estate tax, powers of attorney, asset
protection plans, nursing homes, Medicare and/or Medicaid and elder law; and
• Insurance: Review of existing policies to ensure proper coverage for life, health, disability, long-term care,
liability, home, and automobile.
IAA advisory representatives gather required client information through a combination of personal interviews
and telephone and electronic communications. Information gathered may include a client's current financial
status, tax status, future goals, return objectives and attitudes towards risk. Advisory representatives will review
supporting documents supplied by the client. All recommendations are of a generic nature. The implementation
of any specific financial plan recommendations is entirely at the client's discretion.
Clients wishing to engage IAA for stand-alone financial planning services will be required to enter into a written
financial planning agreement. Some IARs will offer financial planning combined with investment management
for one fee, the terms of which will be disclosed in an advisory agreement.
Typically, the financial plan will be presented to the client within six months of the agreement date, provided
that all information needed to prepare the financial plan has been promptly provided to the advisory
representative by the client.
Clients can also receive investment advice on a more limited basis through consulting services. This may include
advice on isolated area(s) of concern such as estate planning, retirement planning, insurance issues, annuity
advice, or any other specific topic. Clients wishing to engage IAA for consulting services will be required to enter
into a written consulting services agreement, or advisory agreement. Clients will not receive a written financial
plan from IAA when engaging us for consulting services.
Financial planning and consulting services offered by IAA conclude upon final consultation with the client. These
services do not include the implementation of any investment recommendations.
WEALTH COACHING SERVICES
Once financial planning goals have been identified, you may engage IAA for ongoing coaching. This differs from
the financial planning process in that the wealth coach or stewardship coach is engaged to help you make
progress toward your stated goals. Coaching is intended to assist you to stay on a prescribed plan for working
toward financial goals. Additionally, coaching may help reduce the frequency of needed financial plan updates.
Coaching services will continue on an ongoing basis until terminated by either party.
RETIREMENT PLAN CONSULTING SERVICES
IAA offers Retirement Plan Consulting Services to qualified and non-qualified retirement plans including 401(k)
plans, 403(b) plans, pension and profit-sharing plans, cash balance plans, and deferred compensation plans.
Limited Scope 3(21) Investment Advisor. IAA acts as a limited scope ERISA 3(21) fiduciary that can advise, help,
and assist plan sponsors with their investment decisions. As an investment advisor IAA has a fiduciary duty to act
in the best interest
of the Client. The plan sponsor is still ultimately responsible for the decisions made in their
plan, though using IAA can help the plan sponsor delegate liability by following a diligent process.
IAA offers consulting services to retirement plan sponsors in some or all of the following areas as agreed upon
between the plan sponsor and IAA in the written consulting services agreement.
• Investment Policy Statement – assist the plan sponsor in developing or revising the plan’s investment
policy statement based upon its objectives and constraints
• Service Provider Liaison – act as a liaison between the plan and its service providers, product sponsors
and vendors based solely on instructions from the plan on investment or administrative matters. IAA will
not exercise judgment or discretion with regard to these matters
• Investment Monitoring – perform ongoing monitoring of investments and/or investment managers
based on written guidance provided by the plan
• Investment Recommendations – recommend specific investments for plan sponsor to consider within
the plan or to make available to plan participants (if applicable), and/or recommend replacement
investments if an existing investment is deemed no longer suitable by the plan sponsor. All decisions
regarding investment options to be made available to plan participants for purchase are the
responsibility of the plan sponsor
• Investment Education – Provide education on general investment product types and strategies
• Performance Reports – Provide performance reports generated through Orion Advisor or an IAA
approved performance reporting vendor
• 404(c) Assistance – assist plan in identifying investment options under the “broad range” requirement of
ERISA 404(c)
• Qualified Default Investment Alternative (QDIA) Assistance – assist client in identifying an investment
alternative within the definition of QDIA under ERISA
• Education Services to Plan Sponsor – provide training for members of the plan sponsor or any plan
committee with regard to their services, including education with respect to their fiduciary
responsibilities
• Participant Enrollment – assist and/or provide resources to assist the plan in enrolling plan participants
in the plan, including facilitating agreed upon enrollment meetings and providing participants with
information about the plan such as terms and operation of the plan, benefits of plan participation,
benefits of increasing plan contributions, and impact of preretirement withdrawals on retirement income
• Participant Education – facilitate individual or group investment education meetings for plan
participants providing information about investment options under the plan such as investment
objectives and historical performance, explaining investment concepts such as diversification and risk
and return, and providing guidance as to how to determine investment time horizon and risk tolerance.
This will not include individualized investment advice for a particular participant
• Changes in Investment Options – assist in making changes to investment options under the plan upon
the plan sponsor’s direction. IAA will have no discretion over the changes made or be involved in trade
execution
• Vendor Analysis – assist plan with the preparation, distribution and evaluation of Requests for Proposals,
finalist interviews and conversion support
• Benchmarking Services – provide plan with comparisons of plan data such as fees, services, participant
enrollment and participant contributions levels to data from the plan’s prior years and/or similar plans
• Fee Assessment – assist plan in identifying fees and other costs incurred by the plan for investment
management, recordkeeping, participant education, participant communication and/or other services
provided
The plan sponsor is responsible for determining whether or not to implement any recommendations provided
by IAA. IAA does not take discretion with respect to plan assets and IAA does not provide individualized advice to
participants in the plan.
In some situations, where agreed to in writing by IAA, certain specified investment management services may be
provided to plan sponsors. These services include making investment selections and developing custom model
portfolios.
In certain situations, an advisor providing Retirement Plan Consulting Services may also offer his/her advisory
services to participants of the plan under the Participant Investment Advice Program and/or through Financial
Planning Services. In this case, the advisor would be compensated for their services as advisor to the plan and as
advisor to the participants of the plan.
RETIREMENT PLAN INVESTMENT MANAGEMENT
3(38) Investment Manager. IAA acts as an ERISA 3(38) Investment Manager in which it has discretionary
management and control of a given retirement plan’s assets. IAA would then become solely responsible and
liable for the selection, monitoring and replacement of the plan’s investment options.
1. Fiduciary Services include:
• Advisor has discretionary authority and will make the final decision regarding the initial selection,
retention, removal and addition of investment options in accordance with the Plan’s investment
policies and objectives.
• Assist the Plan Sponsor with the selection of a broad range of investment options consistent with
ERISA Section 404(c) and the regulations thereunder.
• Assist the Plan Sponsor in the development of an investment policy statement. The IPS establishes
the investment policies and objectives for the Plan.
• Provide discretionary investment advice to the Plan Sponsor with respect to the selection of a
qualified default investment alternative for participants who are automatically enrolled in the Plan
or who have otherwise failed to make investment elections. The Plan Sponsor retains the sole
responsibility to provide all notices to the Plan participants required under ERISA Section 404(c) (5).
• Assist in monitoring investment options by preparing periodic investment reports that document
investment performance, consistency of fund management and conformance to the guidelines set
forth in the IPS and make recommendations to maintain, remove or replace investment options.
• Meet with Plan Sponsor on a periodic basis to discuss the reports and the investment
recommendations.
2. Non-fiduciary Services include:
• Assist in the education of Plan participants about general investment information and the investment
alternatives available to them under the Plan. The Advisor’s assistance in education of the Plan
participants shall be consistent with and within the scope of the Department of Labor’s definition of
investment education (Department of Labor Interpretive Bulletin 96-1). As such, the Advisor is not
providing fiduciary advice as defined by ERISA to the Plan participants. Advisor will not provide
investment advice concerning the prudence of any investment option or combination of investment
options for a particular participant or beneficiary under the Plan.
• Assist in the group enrollment meetings designed to increase retirement plan participation among
the employees and investment and financial understanding by the employees.
IAA may provide these services or, alternatively, may arrange for the Plan’s other providers to offer these services,
as agreed upon between Advisor and Plan Sponsor.
3. IAA has no responsibility to provide services related to the following types of assets (“Excluded Assets”):
a. Employer securities;
b. Real estate (except for real estate funds or publicly traded REITs);
c. Stock brokerage accounts or mutual fund windows;
d. Participant loans;
e. Non-publicly traded partnership interests;
f. Other non-publicly traded securities or property (other than collective trusts and similar vehicles); or
g. Other hard-to-value or illiquid securities or property.
Client-Tailored Services and Client-Imposed Restrictions
The goals and objectives for each Client are documented in our Client files. Investment strategies are created
that reflect the stated goals and objectives. Clients may impose restrictions on investing in certain securities or
types of securities. These restrictions may, however, prohibit engagement with IAA.
Wrap Fee Programs
IAA offers Asset Management services through the IAA Wrap Fee Program. IAA is both sponsor and portfolio
manager of the program. In a Wrap Fee account, clients are charged a single bundled fee as a percentage of the
assets managed in the wrap fee program that can include advisory fees, transaction fees, and other expenses
related to the wrap fee program.
There is no significant difference between how the Firm manages wrap fee accounts versus non-wrap fee
accounts. However, as stated above, if a client determines to engage IAA on a wrap fee basis the client will pay a
single fee for investment management and transaction fees. The services included in a wrap fee agreement will
depend upon each client’s particular need.
When managing a client’s account on a wrap fee basis, IAA shall receive, as payment for its investment advisory
services, the balance of the wrap fee after all other costs incorporated into the wrap fee have been deducted.
Since transaction fees in a wrap fee account are paid by IAA, a conflict of interest exists as IAA has the Firm has a
disincentive to trade securities in the client account.
For more information on the IAA Wrap Fee Program, please see the IAA Wrap Fee Program Brochure.
Assets Under Management
As of December 31, 2023, we have $12,826,908,245 of discretionary assets under management. No assets were
managed on a non-discretionary basis.