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La Letra Pequeña del Menudo Cuenta

Política de Privacidad El Menudo Cuenta LLC

Esta política de privacidad se aplica a clientes y clientes potenciales de EL Menudo Cuenta LLC (“EMC”) y ciertos vehículos de inversión administrados por EMC y/o sus subsidiarias y afiliadas. De acuerdo con las regulaciones de la Comisión de Bolsa y Valores, proporcionamos el siguiente aviso de privacidad de EMC y las cuentas administradas por ella o sus subsidiarias y afiliadas (colectivamente, las "Cuentas de EMC"). EMC considera que la privacidad del cliente es una parte esencial de nuestras relaciones con los inversionistas y está comprometido a mantener la confidencialidad, integridad y seguridad de la información personal no pública de nuestros inversionistas actuales, potenciales y anteriores. EMC ha desarrollado políticas diseñadas para proteger esta confidencialidad, al tiempo que permite atender las necesidades de los inversores.

Obtener información personal

Al proporcionar productos y servicios a los inversionistas, EMC y ciertos proveedores de servicios, como los custodios y/o administradores de cuentas de EMC, pueden obtener información personal no pública sobre los inversionistas, que puede provenir de fuentes como (i) solicitudes de cuenta, suscripción acuerdos y otras formas, (ii) correspondencia escrita, electrónica o verbal, (iii) transacciones de inversionistas, (iv) una firma de corretaje o asesoría financiera, asesor o consultor financiero de un inversionista, y/o (v) de información capturada en los sitios web correspondientes. La información personal no pública que se puede recopilar de los inversores puede incluir el nombre del inversor, la dirección, el número de identificación fiscal, la fecha de nacimiento, la selección de inversiones, la información del beneficiario y posiblemente la información de la cuenta bancaria personal del inversor y/o la dirección de correo electrónico si el inversor tiene proporcionó esa información, así como el historial de transacciones y cuentas del inversionista con EMC y las cuentas de EMC.

Respeto a su privacidad

EMC no divulga ninguna información personal no pública proporcionada por inversionistas o recopilada por EMC a terceros, excepto según lo requiera o permita la ley o según sea necesario para que dichos terceros cumplan sus acuerdos con respecto a EMC y las Cuentas de EMC. Es posible que de vez en cuando se utilicen empresas no afiliadas para proporcionar ciertos servicios, como mantener cuentas de inversionistas, preparar y enviar por correo prospectos, informes, estados de cuenta y otra información, y recopilar poderes de los accionistas. En muchos casos, los inversores serán clientes de un tercero, pero EMC y las Cuentas de EMC también pueden proporcionar información personal y de cuenta de un inversor a la respectiva firma de corretaje o asesoría financiera y/o asesor o consultor financiero del inversionista.

Compartir información con terceros

EMC se reserva el derecho de informar o divulgar información personal o de cuenta a terceros en circunstancias en las que EMC crea de buena fe que la ley exige o permite la divulgación, para cooperar con reguladores o autoridades encargadas de hacer cumplir la ley, para proteger sus derechos o propiedad, o cuando solicitud razonable por parte de EMC. Además, EMC puede revelar información sobre un inversionista o sus cuentas a un tercero a solicitud del inversionista o con su consentimiento.

Procedimientos para salvaguardar la información privada

EMC está comprometida con su obligación de salvaguardar la información personal no pública de los inversores. Además de esta política, EMC ha implementado procedimientos diseñados para limitar el acceso a la información personal no pública de un inversionista al personal interno que requiere la información para completar tareas, como procesar transacciones, mantener cuentas de clientes o brindar servicios que el inversionista solicitó. Existen salvaguardias físicas, electrónicas y procesales para proteger la información personal no pública de un inversor.

Información recopilada de sitios web

Los sitios web mantenidos por EMC o sus proveedores de servicios pueden utilizar una variedad de tecnologías para recopilar información que ayude a EMC, las Cuentas de EMC y sus proveedores de servicios a comprender cómo se utiliza el sitio web. La información recopilada desde su navegador web (incluidos los pequeños archivos almacenados en su dispositivo que comúnmente se denominan "cookies") permite que los sitios web reconozcan su navegador web y ayuden a personalizar y mejorar su experiencia de usuario y mejorar la navegación del sitio web. Si es un usuario registrado del sitio web de EMC y/o sus proveedores de servicios, EMC, sus proveedores de servicios o empresas externas contratadas por EMC y/o sus proveedores de servicios pueden recopilar o compartir información enviada por usted, que puede incluir datos personales información identificable. Puede cambiar sus preferencias de cookies cambiando la configuración de su navegador web para eliminar o rechazar cookies. Si elimina o rechaza las cookies, es posible que algunas páginas del sitio web no funcionen correctamente. EMC no busca solicitudes de “no seguimiento” del navegador web.

Cambios en la Política de Privacidad

De vez en cuando, EMC puede actualizar o revisar esta política de privacidad. Si hay cambios en los términos de esta política de privacidad, se actualizarán los documentos que contienen la política revisada en el sitio web correspondiente.

Revisado: Junio del año 2024

El Menudo Cuenta LLC Privacy Policy

This privacy policy applies to clients and potential clients of EL Menudo Cuenta LLC (“EMC”) and certain investment vehicles managed by EMC and/or its subsidiaries and affiliates. In accordance with the Securities and Exchange Commission regulations, we are providing the following privacy notice of EMC and the accounts managed by it or its subsidiaries and affiliates (collectively, the “EMC Accounts”). EMC considers customer privacy to be an essential part of our investor relationships and are committed to maintaining the confidentiality, integrity and security of our current, prospective and former investors’ non-public personal information. EMC has developed policies that are designed to protect this confidentiality, while permitting investor needs to be served.

Obtaining Personal Information

While providing investors with products and services, EMC, and certain service providers, such as the EMC Account Custodians and/or Administrators, may obtain non-public personal information about investors, which may come from sources such as (i) account applications, subscription agreements and other forms, (ii) written, electronic or verbal correspondence, (iii) investor transactions, (iv) an investor’s brokerage or financial advisory firm, financial advisor or consultant, and/or (v) from information captured on applicable websites. The non-public personal information that may be collected from investors may include the investor’s name, address, tax identification number, birth date, investment selection, beneficiary information, and possibly the investor’s personal bank account information and/or email address if the investor has provided that information, as well as the investor’s transaction and account history with EMC and the EMC Accounts.

Respecting Your Privacy

EMC does not disclose any non-public personal information provided by investors or gathered by EMC to third parties, except as required or permitted by law or as necessary for such third parties to perform their agreements with respect to EMC and the EMC Accounts. Non-affiliated companies may from time to time be used to provide certain services, such as maintaining investor accounts, preparing and mailing prospectuses, reports, account statements and other information, and gathering shareholder proxies. In many instances, the investors will be clients of a third party, but EMC and the EMC Accounts may also provide an investor’s personal and account information to the investor’s respective brokerage or financial advisory firm and/or financial advisor or consultant.

Sharing Information with Third Parties

EMC reserves the right to report or disclose personal or account information to third parties in circumstances where EMC believes in good faith that disclosure is required or permitted under law, to cooperate with regulators or law enforcement authorities, to protect its rights or property, or upon reasonable request by EMC. In addition, EMC may disclose information about an investor or an investor’s accounts to a third party at the investor’s request or with the consent of the investor.

Procedures to Safeguard Private Information

EMC is committed to its obligation to safeguard investor non-public personal information. In addition to this policy, EMC has implemented procedures that are designed to limit access to an investor’s non-public personal information to internal personnel who require the information to complete tasks, such as processing transactions, maintaining client accounts or otherwise providing services the investor requested. Physical, electronic and procedural safeguards are in place to guard an investor’s non-public personal information.

Information Collected from Websites

Websites maintained by EMC or its service providers may use a variety of technologies to collect information that helps EMC, the EMC Accounts and their service providers understand how the website is used. Information collected from your web browser (including small files stored on your device that are commonly referred to as “cookies”) allow the websites to recognize your web browser and help to personalize and improve your user experience and enhance navigation of the website. If you are a registered user of EMC’s and/or its service providers’ website, EMC, its service providers, or third party firms engaged by EMC and/or its service providers, may collect or share information submitted by you, which may include personally identifiable information. You can change your cookie preferences by changing the setting on your web browser to delete or reject cookies. If you delete or reject cookies, some website pages may not function properly. EMC does not look for web browser “do not track” requests.

Changes to the Privacy Policy

From time to time, EMC may update or revise this privacy policy. If there are changes to the terms of this privacy policy, documents containing the revised policy on the relevant website will be updated.

Revised: June 2024

El Menudo Cuenta LLC (“EMC”) proporciona la información en este sitio web sujeta a los siguientes términos. Por favor lea atentamente lo siguiente.

Condiciones de Uso

Al utilizar este sitio, usted expresa su consentimiento a las siguientes condiciones de uso sin limitación ni calificación. POR FAVOR LEA ESTAS CONDICIONES DETENIDAMENTE ANTES DE UTILIZAR ESTE SITIO. EL MENUDO CUENTA LLC (“EMC”) PUEDE EN CUALQUIER MOMENTO REVISAR ESTOS TÉRMINOS Y CONDICIONES ACTUALIZANDO ESTA PUBLICACIÓN. USTED ESTÁ OBLIGADO POR DICHAS REVISIONES Y, POR LO TANTO, DEBE VISITAR PERIÓDICAMENTE ESTA PÁGINA PARA REVISAR LOS TÉRMINOS Y CONDICIONES VIGENTES A LOS QUE ESTÁ OBLIGADO. Al acceder a otros sitios web a través de enlaces proporcionados por EMC, también acepta los siguientes términos y condiciones. El material disponible en estos sitios ha sido producido por proveedores independientes que no están afiliados a EMC. Cualquier opinión o recomendación expresada es únicamente la de los proveedores independientes y no son opiniones ni recomendaciones de EMC.

Cláusula de garantía

Los materiales de este sitio se proporcionan "tal cual" y sin garantías de ningún tipo, ya sea expresa o implícita. En la máxima medida permitida por la ley aplicable, EMC renuncia a todas las garantías, expresas o implícitas, incluidas, entre otras, las garantías implícitas de comerciabilidad e idoneidad para un propósito particular. EMC no garantiza que las funciones contenidas en los materiales serán ininterrumpidas o estarán libres de errores, que los defectos se corregirán o que este sitio web o el servidor que lo pone a disposición estén libres de virus u otros componentes dañinos. EMC no garantiza ni hace ninguna declaración con respecto al uso o los resultados del uso de los materiales en este sitio web en términos de su corrección, exactitud, puntualidad, confiabilidad o de otro tipo. Usted (y no EMC) asume el costo total de todo servicio, reparación o corrección necesarios.

Limitación de responsabilidad

Aunque EMC hace esfuerzos razonables para incluir información precisa y actualizada en este sitio web, a veces se producen errores u omisiones. EMC no ofrece garantías ni representaciones en cuanto a la exactitud de este sitio web. Bajo ninguna circunstancia, incluida, entre otras, la negligencia, EMC ni ninguna de las partes involucradas en la creación, producción o entrega del sitio web serán responsables de ningún daño directo, incidental, consecuente, indirecto o punitivo que resulte del uso de , o la imposibilidad de utilizar, los materiales de este sitio web, incluso si se ha informado a EMC o a un representante autorizado de EMC de la posibilidad de tales daños. Es posible que la ley aplicable no permita la limitación o exclusión de responsabilidad o daños incidentales o consecuentes, por lo que es posible que la limitación o exclusión anterior no se aplique a usted. En ningún caso la responsabilidad total de EMC hacia usted por todos los daños, pérdidas y causas de acción excederá el monto pagado por usted, si corresponde, por acceder a este sitio web. EMC tampoco asume ninguna responsabilidad ni será responsable de ningún daño o virus que pueda infectar su equipo informático u otra propiedad debido a su acceso, uso o navegación en el sitio web o su descarga de cualquier materiales, datos, textos, imágenes, videos o audio de este sitio web. Usted acepta indemnizar y eximir de responsabilidad a EMC y a los proveedores/transmisores independientes por (1) cualquier inexactitud, error, retraso u omisión de (a) cualquier información, o (b) la transmisión o entrega de Información; (2) cualquier pérdida o daño que surja o sea ocasionado por (a) cualquier inexactitud, error, retraso u omisión, (b) incumplimiento, (c) interrupción de la información debido a cualquier acto u omisión negligente por parte de EMC o proveedores/transmisores de información o a cualquier "fuerza mayor" (es decir, inundaciones, condiciones climáticas extraordinarias, terremotos u otros casos fortuitos, incendios, guerras, insurrecciones, disturbios, disputas laborales, accidentes, acciones del gobierno, comunicaciones, cortes de energía, o mal funcionamiento del equipo o software) o cualquier otra causa más allá del control razonable de EMC o de los proveedores/transmisores de información.

Restricciones sobre uso de materiales

Este sitio es propiedad de EMC y está operado por ella. Se concede permiso para mostrar y navegar por este sitio web con una computadora utilizando un software de navegador HTML, únicamente para uso personal y no comercial. Cualquier uso comercial o público de este sitio web o cualquier parte del mismo está estrictamente prohibido. Salvo que EMC permita lo contrario, ningún material de www. elmenudocuenta.com o cualquier sitio web propiedad de EMC, operado, autorizado o controlado por EMC puede copiarse, reproducirse, republicarse, cargarse, publicarse, transmitirse o distribuirse de cualquier manera. Puede descargar el material que se muestra en este sitio web para uso personal y no comercial únicamente siempre que conserve todos los avisos de derechos de autor y otros avisos de propiedad contenidos en los materiales. No puede distribuir, modificar, transmitir, reutilizar, volver a publicar ni utilizar el contenido de este sitio web para fines públicos o comerciales, incluidos el texto, las imágenes, el audio y el video, sin el permiso por escrito de EMC. EMC no garantiza ni declara que el uso que usted haga de los materiales mostrados en este sitio web no infringirá derechos de terceros que no sean propiedad de EMC ni estén afiliados a ella.

Cuestiones jurisdiccionales

La información contenida en este sitio web está destinada a ser utilizada por un residente de los Estados Unidos o una corporación, sociedad u otra entidad regida por las leyes de los Estados Unidos. La información relativa a productos y servicios de inversión está dirigida únicamente a aquellas personas en una jurisdicción en la que los productos y servicios de inversión están autorizados para su distribución. La información no está destinada a su distribución en ninguna jurisdicción donde el asesor no tenga licencia para distribuir productos o donde dicha oferta, solicitud, compra o venta sería ilegal según las leyes de valores de dicha jurisdicción.

Marcas comerciales y derechos de autor

Todas las marcas comerciales, marcas de servicio, nombres comerciales, logotipos e íconos de este sitio pertenecen a EMC o sus afiliados, excepto las marcas comerciales y de servicio de terceros, que son propiedad de sus respectivos dueños. Las consultas relacionadas con el uso de marcas comerciales, marcas de servicio, nombres comerciales, logotipos, íconos, derechos de autor u otra propiedad intelectual de EMC deben dirigirse a El Menudo Cuenta LLC, 2332 Galiano St., 2nd FL, Coral Gables, FL 33134, Estados Unidos de América. Las imágenes mostradas en este sitio web son propiedad de EMC o se utilizan con su permiso. El uso de estas imágenes por parte de usted o de cualquier otra persona autorizada por usted está prohibido a menos que se permita específicamente en este documento. Cualquier uso no autorizado de las imágenes puede violar las leyes de derechos de autor, las leyes de marcas registradas, las leyes de privacidad y publicidad, y las regulaciones y estatutos de comunicaciones. Cualquier comunicación o material que usted transmita a este sitio web por correo electrónico o de otro modo, incluidos datos, preguntas, comentarios o sugerencias, se tratará como no confidencial y no propietario y pasará a ser propiedad de EMC. Dichas comunicaciones o material se utilizarán para cualquier propósito, incluidos, entre otros, la reproducción, divulgación, transmisión, publicación, difusión y publicación. Además, EMC es libre de utilizar cualquier idea, concepto, conocimiento o técnica contenida en cualquier comunicación que envíe a este sitio web para cualquier propósito, incluido, entre otros, el desarrollo y comercialización de productos utilizando dicha información.

Revisado: junio del año 2024

El Menudo Cuenta LLC (“EMC”) is providing the information on this web site subject to the following terms. Please read the following carefully.

Conditions of Use

By using this site, you signify your assent to the following conditions of use without limitation or qualification. PLEASE READ THESE CONDITIONS CAREFULLY BEFORE USING THIS SITE. EL MENUDO CUENTA LLC (“EMC”) MAY AT ANY TIME REVISE THESE TERMS AND CONDITIONS BY UPDATING THIS POSTING. YOU ARE BOUND BY ANY SUCH REVISIONS AND SHOULD THEREFORE PERIODICALLY VISIT THIS PAGE TO REVIEW THE THEN CURRENT TERMS AND CONDITIONS TO WHICH YOU ARE BOUND. By accessing other web sites through links provided by EMC you also agree to the following terms and conditions. The material available on these sites has been produced by independent providers that are not affiliated with EMC. Any opinions or recommendations expressed are solely those of the independent providers and are not the opinions or recommendations of EMC.

Disclaimer of Warranty

The materials on this site are provided "as is" and without warranties of any kind either expressed or implied. To the fullest extent permissible pursuant to applicable law, EMC disclaims all warranties, expressed or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose. EMC does not warrant that the functions contained in the materials will be uninterrupted or error free, that defects will be corrected, or that this web site or the server that makes it available are free of viruses or other harmful components. EMC does not warrant or make any representations regarding the use or the results of the use of the materials on this web site in terms of their correctness, accuracy, timeliness, reliability, or otherwise. You (and not EMC) assume the entire cost of all necessary servicing, repair, or correction.

Limitation of Liability

Although EMC uses reasonable efforts to include accurate and up to date information on this web site, errors or omissions sometimes occur. EMC makes no warranties or representations as to the accuracy of this web site. Under no circumstances, including, but not limited to, negligence, shall EMC nor any party involved in creating, producing, or delivering the web site be liable for any direct, incidental, consequential, indirect, or punitive damages that result from the use of, or the inability to use, the materials on this web site, even if EMC or a EMC authorized representative has been advised of the possibility of such damages. Applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages, so the above limitation or exclusion may not apply to you. In no event shall EMC total liability to you for all damages, losses, and causes of action exceed the amount paid by you, if any, for accessing this web site. EMC also assumes no responsibility, and shall not be liable for, any damages to, or viruses that may infect, your computer equipment or other property on account of your access to, use of, or browsing in the web site or your downloading of any materials, data, text, images, video, or audio from this web site. You agree to indemnify and hold harmless EMC and the independent providers/transmitters for (1) any inaccuracy, error, or delay in, or omission of (a) any information, or (b) the transmission or delivery of Information; (2) any loss or damage arising from or occasioned by (a) any such inaccuracy, error, delay, or omission, (b) non-performance, (c) interruption of information due either to any negligent act or omission by EMC or providers/transmitters of information or to any "force majeure" (i.e. flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications, power failure, or equipment or software malfunction) or any other cause beyond the reasonable control of EMC or the information providers/transmitters.

Restrictions on Use of Materials

This site is owned and operated by EMC. Permission is granted to display and navigate around this web site with a computer using HTML browser software, solely for personal, non-commercial use. Any commercial or public use of this web site or any portion hereof is strictly prohibited. Except as otherwise permitted by EMC, no materials from www. elmenudocuenta.com or any web site owned, operated, licensed or controlled by EMC may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way. You may download material displayed on this web site for noncommercial, personal use only provided you also retain all copyright and other proprietary notices contained on the materials. You may not distribute, modify, transmit, reuse, repost, or use the content of this web site for public or commercial purposes, including the text, images, audio, and video without EMC written permission. EMC neither warrants nor represents that your use of materials displayed on this web site will not infringe rights of third parties not owned by or affiliated with EMC.

Jurisdictional Issues

The information contained in this web site is intended for use by a resident of the United States or a corporation, partnership or other entity governed by U.S. laws. The information pertaining to investment products and services is directed only at those persons in a jurisdiction in which the investment products and services are authorized for distribution. Information is not intended for distribution in any jurisdiction where the adviser is not licensed to distribute products or where such offer, solicitation, purchase or sale would be unlawful under the securities laws of such jurisdiction.

Trademarks and Copyrights

All trademarks, service marks, trade names, logos, and icons in this site belong to either EMC or its affiliates, except third-party trademarks and service marks, which are the property of their respective owners. Inquiries concerning use of EMC trademarks, service marks, trade names, logos, icons, copyrights or other intellectual property should be addressed to El Menudo Cuenta LLC, 2332 Galiano St., 2^nd FL, Coral Gables, FL 33134, United States of America. Images displayed on this web site are either the property of, or used with permission by EMC. The use of these images by you, or anyone else authorized by you, is prohibited unless specifically permitted herein. Any unauthorized use of the images may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. Any communications or material you transmit to this web site by electronic mail or otherwise, including data, questions, comments, or suggestions will be treated as non-confidential and nonproprietary and will become the property of EMC. Such communications or material shall be used for any purpose, including, but not limited to, reproduction, disclosure, transmission, publication, broadcast, and posting. Furthermore, EMC is free to use any ideas, concepts, know-how, or techniques contained in any communication you send to this web site for any purpose whatsoever, including, but not limited to, developing and marketing products using such information.

Revised: June 2024

Our Form ADV Part 2A (Brochure) describes the Wrap Fee Program to be offered by EMC that bundles or “wraps” investment advisory services, brokerage, custody, clearing and settlement, as well as other administrative services together and charges a single inclusive advisory fee.

The Firm is a Delaware limited liability company founded in 2023. The Firm’s principal owner is Xavier Serbia. The Firm’s headquarters is located in Miami, Florida. We are organized as a limited liability company under the laws of the State of Delaware.

Revised: June 2024

The following paragraphs describe our services and fees. Please refer to the description of each investment advisory service listed below for information on how we tailor our advisory services to your needs. As used in this description, the words "we", "our" and "us" refer to EMC and the words "you", "your" and "Client" refer to you as either a Client or prospective client of our Firm. Also, you may see the term Associated Person throughout this description. As used in this description, our Associated Persons are our Firm's officers, employees, and all individuals providing investment advice on behalf of our Firm.

Services: Investment opportunities to be provided by EMC are designed to encourage automated investments in non-retirement and retirement products. Note that EMC does not intend to provide overall financial planning, tax, accounting or legal advice. EMC’s investment advisory services are provided exclusively through EMC’s mobile application and supporting website (together the “EMC App”).

EMC intends to offer investment accounts (“EMC Accounts”) reflecting a range of investment strategies, including Growth, Income, Cash Yield, Balanced, Christian Values, International Equities, and US Equities Portfolios. Each of these strategies will be implemented through the use of model portfolios. EMC’s model portfolios are designed to reflect target asset allocations across various asset classes, for example, stocks (equities) and bonds (fixed income). The EMC model portfolios will also be designed to reflect investment outlooks and risk tolerances ranging from ‘conservative’ to ‘aggressive’. EMC will design the portfolios and manage their target asset allocations using strategies based on modern portfolio theory. EMC uses a proprietary computer software-based algorithm to match each client’s EMC Account(s) to the portfolio best suited to the client’s investment goals based on an investor profile (as described below) that each client creates and maintains through the EMC App.

EMC’s software-based algorithm determines a client’s portfolio by selecting the best suited portfolio based on a client’s investor profile questionnaire, which incorporates a client’s financial situation, investment horizon, and risk profile, among other factors. The EMC App will match the client’s investment profile with the strategy. As a result, EMC recommends that clients ensure that their financial condition, risk tolerance and investment goals are kept current in their investor profile on the EMC App.

As clients make deposits into, or withdrawals from, their EMC Accounts, the corresponding transactions executed by EMC are designed to rebalance the account toward the target allocation of the relevant portfolio. Upon a client’s request to withdraw cash from an EMC Account, sales of securities held in such client’s portfolio are initiated in a manner designed to maintain the target allocation for the relevant portfolio. EMC will initiate a rebalancing if an EMC Account’s holdings deviate significantly (e.g. by 5% or more) from the applicable portfolio’s target allocation. In this way, EMC will seek to maintain the client’s target asset allocation through market fluctuations, withdrawals, deposits, and other events that could cause deviations, while seeking to minimize the transaction costs of frequent portfolio rebalancing.

The rebalancing and reinvestment processes are automated. As a result, EMC’s investment models will sell over-concentrated securities and use the proceeds to buy under-concentrated securities to better reflect target allocations regardless of market or other dynamics. The risks and limitations of the automated process could result in the continued purchase of underperforming securities and the sale of better performing securities to achieve the targeted allocation. All transaction specific costs are covered under the subscription fee paid by the client, and the client incurs no additional transactional costs or fees. In some market conditions, this creates capital gains and potentially other tax liabilities.

EMC intends to place all brokerage orders through independent third party broker(s) (“Independent Brokers”), to buy, rebalance, and sell as necessary to maintain the asset allocation of the portfolio that EMC has selected for each EMC Account. By bundling brokerage services through Independent Brokers with advisory services through EMC, EMC believes that it simplifies the investment process for its clients.

The Independent Brokers will provide confirmations and statements to EMC clients through the EMC App. The Independent Brokers will also act as custodian to hold clients’ funds and EMC Account securities in safekeeping and as clearing broker to execute, clear, and settle securities trades on an omnibus basis.

Since the Independent Broker(s) serves as broker for all EMC Accounts, clients may benefit from savings on execution costs that would not be available without volume trading discounts or batched orders. Additionally, there are instances where aggregating orders will be the only means of creating an order that is in whole shares. Conflicts of interest may exist with respect to aggregating orders of various clients. To mitigate any such conflicts of interest, all clients participating in the aggregated order receive an average share price with all other transaction costs shared on a pro-rata basis. EMC will require that the Independent Broker(s) aggregate transactions consistent with their duty to seek best execution and consistent with the terms of the EMC Wrap Program agreements. Under no circumstances will an advisory client be favored over any other advisory client.

EMC does not engage in activities involving “soft dollars.”

This information provided herein regarding the investment advisory services provided by EMC is qualified in its entirety by reference to the EMC Account documentation agreed to by each Client upon opening an EMC Account.

Costs: “Wrap arrangements,” “wrap fee programs,” and/or “wrap fee accounts” involve individually managed accounts for individual Clients. The wrap fee accounts are offered as part of a larger program by a “sponsor,” usually a brokerage, banking or investment advisory firm, and managed by one or more investment advisers. EMC will sponsor the EMC Wrap Fee Program through agreements with independent brokerage firm(s) where EMC acts as the sponsor and adviser to the wrap fee program.

EMC’s clients will pay a monthly subscription fee (“Subscription Fee”) to EMC for access to the EMC investment platform. The Subscription Fee covers the costs of trade execution, clearance, custody, account reporting, and, if applicable, the services of the IRA Custodian and Administrator. Subscription Fees are not negotiable. The amount of the Subscription Fee depends on the Subscription tier in which a client is enrolled/subscribed, as further described below.

EMC intends to offer three tiers of Subscription Fees:

EMC Basic, a $3 monthly Subscription Fee tier, includes a single EMC Investment or Retirement Account, direct deposit functionality, and access to basic investment educational tools
EMC Plus, a $5 monthly Subscription Fee tier, includes up to three (3) EMC Investment and/or Retirement Accounts, direct deposit functionality, trust accounts, access to more sophisticated educational tools
EMC Max, an $8 monthly Subscription Fee tier, includes unlimited EMC Investment and Retirement Accounts, direct deposit functionality, trust accounts, unlimited access to EMC educational tools

EMC will reserve the right to change its Subscription Fee tiers from time to time, and, as a result, some clients are subject to legacy fee schedules which may be higher or lower than the current fee schedules described above. Current clients should refer to the Program Agreement entered into with EMC at the time of account opening or client-initiated subscription fee tier change.

Clients should be aware that EMC is designed for individuals who make frequent recurring investments. The Fee Schedule is not appropriate for individuals looking to make few or infrequent small-dollar investments.

The Subscription Fee is charged monthly and paid by a recurring monthly ACH debit and electronic funds transfer that deducts money from each client’s linked checking account or the client’s investment account at the broker-dealer custodian.

Pursuant to the EMC Account documentation, to the extent clients do not have sufficient funds in their funding source to cover the Subscription Fee, or have broken the link to their funding source, EMC reserves the right to sell shares in such client’s EMC Account to pay such Subscription Fee.

Clients are charged a single monthly wrap fee and all transaction costs are paid by EMC from the proceeds of the Subscription Fee. The costs incurred in delivering services to the Client will be impacted by a number of factors, including the both the cost and frequency of trading in the Client’s account, administrative and custody fees charged by the independent brokers selected by EMC to participate in the EMC Wrap Fee Program, and other costs inherent in managing the EMC Account(s). The costs of advisory and other services that are reflected in the Subscription Fee may exceed the costs of similar services purchased separately.

Additional Fees and Costs: As part of our investment advisory services to you, the EMC model investment portfolios may invest indicate that your EMC Account(s) should invest in mutual funds and exchange traded funds (ETFs). The Subscription Fee you pay to EMC for investment advisory services are separate and distinct from the fees and expenses charged by mutual funds or ETFs (described in each fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses that cover the underlying operating expenses, management fees, marketing costs, custodial fees and other fees of the ETF or mutual fund. These fees are entirely separate and distinct from the Subscription Fees paid to EMC for the EMC Wrap Fee Program. To fully understand the total cost you will incur, you should review all the fees charged by mutual funds, ETFs, our Firm, and others.
Referral Compensation: EMC may enter into arrangements with affiliate partners who, for compensation, will refer prospective clients to EMC. Each such arrangement will be governed by a written agreement between EMC and the affiliate partner and will be disclosed to the prospective client, as required by law.

Additionally, EMC may pay referral fees to existing clients in connection with client referrals of new clients (the “EMC Referral Program”). The Firm intends to provide additional information on the EMC Referral Program, through its application website. EMC does not compensate salespersons or enter into professional solicitation service agreements.

The amount of compensation paid to affiliate partners or clients under the EMC Referral Program may be more than if the client paid separately for investment adviser, brokerage, and other services from other investment advisers or if the client participated in another investment advisers wrap fee program. Therefore, that referral person may have a financial incentive to recommend the EMC Wrap Fee Program over other programs or services that may be available to you.

El Menudo Cuenta – Investment Management Whitepaper

Overview

Asset allocation is the single largest determinant of portfolio variability, so it is the most important decision investors make.[1] Yet, for reasons well-visited in the Behavioral Finance literature,[2] it is the one decision that individual investors are most likely to get wrong. The greatest value that EMC provides its clients is considered, deliberate asset allocation that matches portfolio risk to the client’s ability and willingness to bear risk, and efficiently harnesses the factors of return.

Secondly, individual investors face challenging biases that prevent them from adequately saving to fund their financial goals. EMC helps individual investors meet their financial goals by ensuring that they remain planful in their investing approach through automatic plan contributions, contingent and calendar-based rebalancing, and other tools to ensure time-consistency.

Rationale

It is well known that it is very difficult to beat the market over long periods of time. For example, Michael Mauboussin estimates the likelihood of beating the S&P 500 15 years in a row to be one in 2.3 million.[3] The law of large numbers suggests that the wisdom of crowds should provide more accurate estimates of value than individual market participants. It is therefore generally true that financial markets efficiently price publicly traded securities, assigning higher prices to more valuable securities, and lower prices to less valuable ones. For this reason, holding the market portfolio is a rational investment response to a rationally priced market.

While it is true that the intelligent investor can enjoy an analytical, informational, or behavioral edge that allows them to value an individual or a set of securities more accurately on a consistent basis[4], such an edge is difficult to scale and apply broadly to create an edge while at the same time maintaining a portfolio diversified with respect to asset class, geography, stage of development, and liquidity. The demands of rigor and comprehensiveness are exceedingly difficult to satisfy in this case, and these demands must be satisfied to justify the assumption of idiosyncratic, potentially uncompensated or undercompensated risk.

Therefore, the diversified, multi-asset class investor starts with the market portfolio. Still, passive investment is not a panacea; the risk and return of the market portfolio result from taking the average of all risks and returns in the market, and these simply aren't appropriate for every investor. The market portfolio is the portfolio of the average investor, and not all investors are average. Furthermore, the relative balance of asset classes in the market portfolio changes along with changes in the rates of economic growth, inflation, interest, and stability. To maintain consistent risk targets, the market portfolio holder must rebalance, introducing issues of concentration and timing. Lastly, investors typically contribute and withdraw from their investments as their liquidity requirements dictate; even long-term investors face short-term investment decisions.

Additionally, the occasional emergence of speculative bubbles provides an existence proof that, although the market may generally provide accurate estimates of the value of investments, it is nonetheless prone to fits of irrationality.[5] When these episodes resolve, they are not only associated with heightened volatility[6], but can often result in prolonged periods of lackluster or even negative returns.[7]

For these reasons, the buy-and-hold strategy is not optimal; instead, long-term investors are better served by employing a dynamic asset allocation, as these are shown to outperform buy-and-hold strategies over time.[8] Accordingly, El Menudo Cuenta provides its clients with portfolios that are comprised of passive investment instruments with asset weightings that dynamically adjust to changes in the relative weights of the global market portfolio. These tilts allow the investor to harvest diversification return[9] or volatility pumping[10] while maintaining their target risk exposures.

Portfolio Construction

EMC designs portfolios that are based in the global market portfolio, but whose weightings are tilted to accommodate different investor risk profiles as well as EMC’s asset class forecasts. Whereas traditionally investment portfolios have been constructed primarily of equity, fixed income, and cash, we have witnessed recently that in periods of low growth and high inflation the standard Balanced Portfolio dramatically underperforms. In order to provide growth- and inflation-regime independent risk reduction, portfolios must necessarily include significant allocations to long volatility and real assets. EMC’s portfolios, therefore, and in departure from established practice, include allocations to such asset classes.

These portfolios are as follows:

Portfolio 1: An aggressive, growth-oriented investment portfolio, it is equity-centric and focuses on long-term appreciation of capital. It is benchmarked [90%] against the [S&P 500], [5%] against the [Bloomberg US Agg], and [5%] against the [HFR Index], and is permitted 3% of tracking error.

Portfolio 2: Balanced, Growth/Income Portfolio: While maintaining a high degree of equity-centricity, it nonetheless has a higher allocation to safe and alternative investments to reduce volatility and equity market beta. It is benchmarked [50%] against the [S&P 500], [35%] against the [Bloomberg US Agg], and [15%] against the [HFR Index], and is permitted 3% of tracking error.

Portfolio 3: Conservative, Income Portfolio: Like the Balanced Portfolio, it maintains a high degree of equity-centricity, and features higher allocations to safe and alternative investments to reduce volatility and equity market beta. In addition, the portfolio’s tilts are more exaggerated than the Balanced Portfolio, as it will more readily oscillate between risky and safe positions based on EMC’s expectation for heightened market risk. It is benchmarked [45%] against the [S&P 500], [35%] against the [Bloomberg US Agg], and [20%] against the [HFR Index], and is permitted 2% of tracking error.

Portfolio 4: The Enhanced Yield, Income/Capital Preservation Portfolio, unlike Portfolios 1 – 3, is not equity-centric, and instead delivers its expected return through allocations to a variety of fixed-income instruments, fixed-income proxies, and investments that demonstrate counter-cyclicality. It is benchmarked [100%] against the [Bloomberg US Agg], and is permitted 2% of tracking error.

Portfolio 5: The Purchasing Power Preserve, Capital Preservation Portfolio, is our most conservative portfolio, and is managed to produce returns in excess of inflation. It is benchmarked [100%] against the [90 Day US T-Bill Rate], and is permitted 1% of tracking error.

Portfolio Management

The Strategic Asset Allocation (SAA) is set on a quarterly basis by an investment committee. The Commitee reviews recent performance, assesses capital market expectations, and formulates the Policy Portfolio on which all EMC portfolios are based. Investment professionals then produce target allocations for each risk level using standard portfolio optimization techniques. The resulting portfolio changes are then implemented as of the next most recent rebalancing period.

While SAA takes place on a quarterly basis, and is focused on long-term allocations, Tactical Asset Allocation occurs on a contingent basis, based on market activity or as other circumstances require. Abrupt changes in market expectations sometimes call for inter-calendrical portfolio adjustments, and these are implemented as necessary to manage risk or seize intermediate opportunities. Assets are invested as they are received independent of the rebalancing processes described above.

Executions are performed on a block basis, with executions allocated to portfolios on a pro-rata basis. Blocks are executed on a volume-weighted average price (VWAP) basis so as to obtain average execution and to avoid favor or disfavor to investors based on when their contributions are received, and to avoid timing effects.

[1] Brinson, Hood, Beebower (1986); Brinson, Hood, Singer (1991)

[2] Beginning most notably with Kahneman, Tversky (1979)

[3] More Than You Know: Finding Financial Wisdom in Unconventional Places, New York Columbia University, pp. 44-45.

[4] Buffet, Warren (1984). “The Superinvestors of Grahma-and-Doddsville". Hermes: The Columbia Business School Magazine: 4-15.

[5] A commonplace notably advanced in Charles Mackay’s Memoirs of Extraordinary Popular Delusions and the Madness of Crowds (1869), more recently in J.K. Galbraith’s A Short History of Financial Euphoria (1993), and Charles P. Kindleberger and Robert Aliber’s Manias, Panics, and Crashes: A History of Financial Crises (2005).

[6] Rudiger Dornbusch (1976). "Expectations and Exchange Rate Dynamics". Journal of Political Economy. 84 (6): 1161–1176.

[7] Milton Friedman and Anna Schwartz (1971), A Monetary History of the United States, 1867–1960. Princeton University Press

[8] Paul Samuelson (1969); Robert Merton (1969, 1971); William F. Sharpe and Andre Perold (1988); and William F. Sharpe (2009).

[9] Booth and Fama (1992).

[10] Luenberger (1997).

EMC Document

RELATIONSHIPS & SERVICES

What Investment Services and Advice Can You Provide to Me?

EMC only offers investment services and advice to retail investors. As part of such services we offer you the ability to make automatic investments in non-retirement and retirement products. EMC’s investment advisory services are provided exclusively through EMC’s mobile application and supporting website (together, the “EMC App”).

EMC offers investment accounts (“EMC Accounts”) reflecting a range of investment strategies. Each of these strategies will be implemented through the use of model portfolios. The EMC model portfolios are designed to reflect investment outlooks and risk tolerances ranging from ‘conservative’ to ‘aggressive’. EMC uses a proprietary computer software-based algorithm to match each client’s EMC Account(s) to the portfolio best suited to the client’s investment goals based on an investor that each client creates and maintains through the EMC App.

Ad part of EMC’s standard service, your EMC Accounts are monitored automatically on a daily basis by the EMC App.

A description of our discretionary investment services, our investment strategies, and our account monitoring can be found at SERVICES DESCRIPTION below.

Also, see our Form ADV Part 2 Brochure, Item 4 for more information regarding our specific investment strategies.

Additional Information:

You may obtain more information regarding our advisory services, including information regarding the services that we provide and the types of clients that we have, by reviewing our Form ADV Part 2A Brochure, Item 4 and 7.

Questions to ask your financial professional:

Given my financial situation, should I choose an investment advisory service? Why or why not? How will you choose investments to recommend to me? What is your relevant experience, including your licenses, education and other qualifications? What do these qualifications mean?

FEES, COSTS, CONFLICTS AND STANDARD OF CONDUCT

What Fees Will I Pay?

For each EMC Account opened by you, EMC will open a separately managed account held in a “wrap fee program” (Wrap Account). A Wrap Account is an investment account where a “wrapped fee” covers all of the management, brokerage, and administrative expenses for the account. EMC clients pay a monthly subscription fee (“Subscription Fee”) to EMC for access to the EMC investment platform and each EMC Account. The Subscription Fee covers the costs of trade execution, clearance, custody, account reporting, and, if applicable, the services of the IRA Custodian and Administrator. Subscription Fees are not negotiable. The amount of the Subscription Fee depends on the Subscription tier in which a client is enrolled/subscribed, as further described below.

EMC offers three tiers of monthly Subscription Fees ranging from $3 to $8. Each tier provides different levels of service including direct deposit functionality and certain access to investment educational tools.

For additional detailed information about how fees are determined, the services provided with each tier of Subscription Fees offered, and the conflicts that exist as a result of our fees please read FEES DESCRIPTION.

In addition, you may incur other fees and costs. To see a description of these other fees and costs, see OTHER FESS AND COSTS.

You will pay fees and costs whether you make or lose money on your investments. Fees and costs will reduce any amount of money you make on your investments over time. Please make sure you understand what fees and costs you are paying. For more information about your fees and costs, including information regarding how fees are paid from your account, frequency of payment, types of fees or expenses you may pay, brokerage and other transaction costs, refunds of fees and other fee related matters, see our Form ADV Part 2A Brochure, Item 4.

Questions to ask your financial professional:

Help me understand how these fees and costs might affect my investments. If I give you $10,000 to invest, how much will go to fees and costs, and how much will be invested for me?

What are your legal obligations to me when acting as my investment adviser? How else does your firm make money and what conflicts of interest do you have?

When we act as your investment adviser, we have to act in your best interest and not put our interest ahead of yours. At the same time, the way we make money creates some conflicts with your interests. You should understand and ask us about these conflicts because they can affect the investment advice we provide you. Some examples to help you understand what that means can be found at CONFLICT SECTION.

Additional Information:

More detailed information about conflicts of interest may be found in our Form ADV Part 2A Brochure at MENUDO CUENTA LEGAL SECTION.

Questions to ask your financial professional:

How might your conflicts of interest affect me, and how will you address them?

How do your financial professionals make money?

Our financial professionals are compensated with a base salary and discretionary bonus based upon the overall success of the firm. Our professionals are not compensated based upon any other factors. To see other ways some financial professionals are compensated, see COMPENSATION FACTORS.

DISCIPLINARY HISTORY

Do You or Your Financial Professionals Have Legal or Disciplinary History?

No. Please visit Investor.gov/CRS for a free and simple search tool to research you and your financial professionals.

Questions to ask your financial professional:

As a Financial Professional, do you have any disciplinary history? For what type of conduct?

ADDITIONAL INFORMATION

We encourage you to seek out additional information. You may find additional information about our investment advisory services at www.elmenudocuenta.com. You may request up-to-date information and request a copy of this Relationship Summary by calling us at (212) 336-1542. Additional information about us is also available on the SEC’s website at www.investor.gov/CRS.

Questions to ask your financial professional:

Who is my primary contact person? Is he or she a representative of an investment adviser or a broker dealer? Who can I talk to if I have concerns about how this person is treating me?

HYPERLINKS:

Investor.gov/CRS

SERVICES DESCRIPTION

EMC offers investment accounts (“EMC Accounts”) reflecting a range of investment strategies, including Growth, Income, Cash Yield, Balanced, Christian Values, International Equities, and US Equities Portfolios. Each of these strategies will be implemented through the use of model portfolios. EMC’s model portfolios are designed to reflect target asset allocations across various asset classes, for example, stocks (equities) and bonds (fixed income). The EMC model portfolios will also be designed to reflect investment outlooks and risk tolerances ranging from ‘conservative’ to ‘aggressive’. EMC will design the portfolios and manage their target asset allocations using strategies based on modern portfolio theory. EMC uses a proprietary computer software-based algorithm to match each client’s EMC Account(s) to the portfolio best suited to the client’s investment goals based on an investor that each client creates and maintains through the EMC App.

EMC’s software-based algorithm determines a client’s portfolio by selecting the best suited portfolio based on a client’s investor profile questionnaire, which incorporates a client’s financial situation, investment horizon, and risk profile, among other factors. The EMC App will match the client’s investment profile with the strategy. As a result, EMC recommends that you ensure that your financial condition, risk tolerance and investment goals are kept current in your investor profile on the EMC App.

As you make deposits into, or withdrawals from, your EMC Accounts, the corresponding transactions executed by EMC are designed to rebalance the account toward the target allocation of the relevant portfolio. Upon your request to withdraw cash from an EMC Account, sales of securities held in your portfolio are initiated in a manner designed to maintain the target allocation for the relevant portfolio. EMC will initiate a rebalancing if an EMC Account’s holdings deviate significantly (e.g. by 5% or more) from your portfolio’s target allocation. In this way, EMC will seek to maintain your target asset allocation through market fluctuations, withdrawals, deposits, and other events that could cause deviations, while seeking to minimize the transaction costs of frequent portfolio rebalancing

The rebalancing and reinvestment processes are automated. As a result, EMC’s investment models will sell over-concentrated securities and use the proceeds to buy under-concentrated securities to better reflect target allocations regardless of market or other dynamics. The risks and limitations of the automated process could result in the continued purchase of underperforming securities and the sale of better performing securities to achieve the targeted allocation. All transaction specific costs are covered under the subscription fee paid by you, and you incur no additional transactional costs or fees. In some market conditions, this creates capital gains and potentially other tax liabilities.

The Independent Brokers will provide confirmations and statements to you through the EMC App. The Independent Brokers will also act as custodian to hold your funds and EMC Account securities in safekeeping and as clearing broker to execute, clear, and settle securities trades on an omnibus basis.

FEES DESCRIPTION

EMC clients pay a monthly subscription fee (“Subscription Fee”) to EMC for access to the EMC investment platform. The Subscription Fee covers the costs of trade execution, clearance, custody, account reporting, and, if applicable, the services of the IRA Custodian and Administrator. Subscription Fees are not negotiable. The amount of the Subscription Fee depends on the Subscription tier in which a client is enrolled/subscribed, as further described below.

EMC offers three tiers of Subscription Fees:

EMC Basic, a $3 monthly Subscription Fee tier, includes a single EMC Investment Account, direct deposit functionality, and access to basic investment educational tools
EMC Medium, a $5 monthly Subscription Fee tier, includes up to three (3) EMC Investment Accounts, direct deposit functionality, trust accounts, access to more sophisticated educational tools
EMC Premium, an $8 monthly Subscription Fee tier, includes unlimited EMC Investment Accounts, direct deposit functionality, trust accounts, unlimited access to EMC educational tools

EMC reserves the right to change its Subscription Fee investors in separately managed accounts held in a warp fee program (Wrap Accounts). A Wrap Account is an investment account where a “wrapped fee” covers all of the management, brokerage and administrative expenses for the account. tiers from time to time, and, as a result, some clients may be subject to legacy fee schedules which may be higher or lower than the current fee schedules described above. You should refer to the Program Agreement entered into with EMC at the time of account opening or client-initiated subscription fee tier change.

The Subscription Fee is charged monthly and paid by a recurring monthly ACH debit and electronic funds transfer that deducts money from your linked checking account or your investment account at the broker-dealer custodian.

Pursuant to the EMC Account documentation, to the extent you do not have sufficient funds in you funding source to cover the Subscription Fee, or have broken the link to your funding source, EMC reserves the right to sell shares in your EMC Account to pay such Subscription Fee.

Clients are charged a single monthly wrap fee and all transaction costs are paid by EMC from the proceeds of the Subscription Fee. The costs incurred in delivering services to you will be impacted by a number of factors, including the both the cost and frequency of trading in your account, administrative and custody fees charged by the Independent Brokers selected by EMC to participate in the EMC Wrap Fee Program, and other costs inherent in managing the EMC Account(s). The costs of advisory and other services that are reflected in the Subscription Fee may exceed the costs of similar services purchased separately.

OTHER FEES AND COSTS:

As part of our investment advisory services to you, the EMC model investment portfolios may indicate that your EMC Account(s) should invest in mutual funds and exchange traded funds (ETFs). The Subscription Fee you pay to EMC for investment advisory services are separate and distinct from the fees and expenses charged by mutual funds or ETFs (described in each fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses that cover the underlying operating expenses, management fees, marketing costs, custodial fees and other fees of the ETF or mutual fund. These fees are entirely separate and distinct from the Subscription Fees paid to EMC for the EMC Wrap Fee Program. To fully understand the total cost you will incur, you should review all the fees charged by mutual funds, ETFs, our Firm, and others.

EMC may enter into arrangements with affiliate partners who, for compensation, will refer prospective clients to EMC. Each such arrangement will be governed by a written agreement between EMC and the affiliate partner and will be disclosed to the prospective client, as required by law.

CONFLICTS:

EMC aggregates the orders that we are going to place on behalf of our clients before sending them to our clearing broker for execution. We send these aggregated orders to the Independent Brokers only at certain fixed times each trading day. We obtain an average price for the aggregated order and provide it to all customer accounts purchasing or selling shares in that trading period equally. This process could cause a delay in a particular order being executed and on occasion, it could be possible that some orders on behalf of certain accounts receive more favorable execution than others based on this aggregation process. Finally, some of the securities within our portfolios may include investments in securities in which we, our employees and/or principals have an economic interest.

As described in the “What fees will I pay?” section above, our tiered fee structure benefits EMC when you open additional accounts and use more services.

COMPENSATION FACTORS:

Our financial professionals are compensated with a base salary and discretionary bonus based upon the overall success of the firm. Our professionals are not compensated based upon any other factors.

The discretionary compensation is based on a variety of company benchmarks, which incentivizes the company and its financial professionals to grow the number of subscribers, increase the number of services offered and ultimately, the amount of subscription fees earned.

CRS Document

El Menudo Cuenta LLC

2332 Galiano St., 2nd Floor

Coral Gables, FL 33134

United States of America

Telephone: (786) 845-6878

Website: www.elmenudocuenta.com

June 11, 2024

This Wrap Fee Program Brochure (“Brochure”) provides information about the qualifications and business practices of El Menudo Cuenta LLC (“EMC”). If you have any questions about the contents of this Brochure, please contact us at telephone number 786.845.6878. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”) or by any state securities authority.

EMC is an Investment Adviser registered with the SEC under the Investment Advisers Act of 1040, as amended (the “Advisers Act”); however, registration with the United States Securities and Exchange Commission or any state securities authority does not imply a certain level of skill or training.

Additional information about El Menudo Cuenta LLC is also available on the SEC's website at www.adviserinfo.sec.gov.

This Cover Page constitutes Item 1 to the El Menudo Cuenta LLC Wrap Fee Program Brochure, Form ADV, Part 2A.

Item 2: Material Changes

Form ADV Part 2 requires registered investment advisers to amend their brochure when information becomes materially inaccurate. If there are any material changes to an adviser’s disclosure brochure, the adviser is required to notify you and provide you with a description of the material changes.

El Menudo Cuenta LLC will send clients either an updated Brochure or a summary of any material changes to this and subsequent Brochures on at least an annual basis. Clients are encouraged to read the Brochure in detail and contact El Menudo Cuenta with any questions. The latest version of the Brochure can be accessed via the SEC Website at www.adviserinfo.sec.gov, by requesting a copy by contacting El Menudo Cuenta’s Chief Compliance Officer, Thomas Morgan at tmorgan@elmenudocuenta, or by calling El Menudo Cuenta at (212) 336-1542.

There have been no material changes to Form ADV Part 2A (“Brochure”) of El Menudo Cuenta LLC (“EMC” or “the Firm”) as this is its initial Form ADV filing.

Item 3: Table of contents

Item 2: Material Changes

Item 4: Services, Fees and Compensation

Item 5: Account Requirements and Types of Clients

Item 6: Portfolio Manager Selection and Evaluation

Item 7: Client Information Provided to Portfolio Managers

Item 8: Client Contact with Portfolio Managers

Item 9: Additional Information

Item 4: Services, Fees and Compensation

El Menudo Cuenta LLC (“EMC” or “the Firm”) is an Investment Adviser, registered with the SEC under the Investment Advisers Act of 1940, intending to provide internet adviser services relying on rule 203(A)-2(e) under the Advisers Act. Investment adviser services will be provided to EMC’s clients through an EMC sponsored Wrap Fee Program. The services to be provided by EMC are intended to begin with one hundred twenty (120) days of the initial filing of the EMC’s investment adviser registration with the SEC.

This Brochure describes the Wrap Fee Program to be offered by EMC that bundles or “wraps” investment advisory services, brokerage, custody, clearing and settlement, as well as other administrative services together and charges a single inclusive advisory fee.

The following paragraphs describe our services and fees. Please refer to the description of each investment advisory service listed below for information on how we tailor our advisory services to your needs. As used in this Brochure, the words "we", "our" and "us" refer to EMC and the words "you", "your" and "Client" refer to you as either a Client or prospective client of our Firm. Also, you may see the term Associated Person throughout this Brochure. As used in this Brochure, our Associated Persons are our Firm's officers, employees, and all individuals providing investment advice on behalf of our Firm.

A. Services: Investment opportunities to be provided by EMC are designed to encourage automated investments in non-retirement and retirement products. Note that EMC does not intend to provide overall financial planning, tax, accounting or legal advice. EMC’s investment advisory services are to be provided exclusively through EMC’s mobile application and supporting website (together the “EMC App”).

EMC does not engage in activities involving “soft dollars.”

B. Costs: “Wrap arrangements,” “wrap fee programs,” and/or “wrap fee accounts” involve individually managed accounts for individual Clients. The wrap fee accounts are offered as part of a larger program by a “sponsor,” usually a brokerage, banking or investment advisory firm, and managed by one or more investment advisers. EMC will sponsor the EMC Wrap Fee Program through agreements with independent brokerage firm(s) where EMC acts as the sponsor and adviser to the wrap fee program.

EMC intends to offer three tiers of Subscription Fees:

· EMC Basic, a $3 monthly Subscription Fee tier, includes a single EMC Investment or Retirement Account, direct deposit functionality, and access to basic investment educational tools

· EMC Plus, a $5 monthly Subscription Fee tier, includes up to three (3) EMC Investment and/or Retirement Accounts, direct deposit functionality, trust accounts, access to more sophisticated educational tools

· EMC Max, an $8 monthly Subscription Fee tier, includes unlimited EMC Investment and Retirement Accounts, direct deposit functionality, trust accounts, unlimited access to EMC educational tools

C. Additional Fees and Costs: As part of our investment advisory services to you, the EMC model investment portfolios may invest indicate that your EMC Account(s) should invest in mutual funds and exchange traded funds (ETFs). The Subscription Fee you pay to EMC for investment advisory services are separate and distinct from the fees and expenses charged by mutual funds or ETFs (described in each fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses that cover the underlying operating expenses, management fees, marketing costs, custodial fees and other fees of the ETF or mutual fund. These fees are entirely separate and distinct from the Subscription Fees paid to EMC for the EMC Wrap Fee Program. To fully understand the total cost you will incur, you should review all the fees charged by mutual funds, ETFs, our Firm, and others.

D. Referral Compensation: EMC may enter into arrangements with affiliate partners who, for compensation, will refer prospective clients to EMC. Each such arrangement will be governed by a written agreement between EMC and the affiliate partner and will be disclosed to the prospective client, as required by law.

Assets under Management

As of March 5, 2024, our Regulatory Assets Under Management was $0 million. Under the terms of our registration as an investment adviser with the SEC, the Firm has one hundred twenty (120) days from the date of its initial registration to qualify for registration as an investment adviser. EMC intends to qualify as an internet adviser relying on rule 203(A)-2(e) under the Advisers Act by such date.

Item 5: Account Requirements and Types of Clients

EMC intends to provide investment advisory services to natural persons or small businesses who are (i) legal U.S. residents, trusts or businesses, (ii) maintain and link a checking account or other verified funding source with a U.S. bank or financial institution to their EMC Account, and (iii) pass EMC’s identity verification protocols. The beneficiary of each EMC Account must also be a U.S. resident with a valid social security number. There is no minimum account size. Most clients can begin investing with as little as three dollars ($3) and continue investing three dollars ($3), or more, at a time into their account(s) with EMC.

Item 6: Portfolio Manager Selection and Evaluation

A. Description of Portfolio Management. EMC acts as an investment advisor to all EMC Accounts via the EMC App and does not rely on external or individual portfolio managers to develop and manage its model portfolios. Clients are encouraged by EMC to update such information on a periodic basis. EMC uses a proprietary computer software-based algorithm to match each client’s EMC Account(s) to the portfolio(s) best suited to the underlying investment goals based on an investor profile that each client creates through the EMC App. In addition, the Investment Committee (the “Committee”) of EMC advises on investment modeling, portfolio construction, investment policies, and asset allocations of the model portfolio strategies that EMC manages on behalf of its clients.

Investing in securities involves risk of loss that clients should be prepared to bear, including loss of the entire amount invested by a client. EMC does not and cannot guarantee any level of performance or that any client will avoid losses in his or her EMC Account(s). Clients should be aware that past performance is no guarantee of future results. When evaluating risk, financial loss may be viewed differently by each client and depends on various factors that change over time. Clients need to understand that investments in EMC Accounts are subject to various market, volatility, liquidity, asset-specific, sector-specific (e.g., interest rate risks), geopolitical, concentration-related, and other risks inherent in investing.

B. Advisory Business.

a. The primary service EMC intends to provide to investors is investment advice through model portfolios. EMC’s model portfolios reflect target asset allocations across various asset classes, for example, stocks (equities) and bonds (fixed income). EMC intends to offer investment accounts reflecting a range of investment strategies, including Growth, Income, Cash Yield, Balanced, Christian Values, International Equities, and US Equities Portfolios. The model portfolios reflect investment outlooks and risk tolerances ranging from ‘conservative’ to ‘aggressive’. EMC will design the portfolios and manage their target asset allocations using strategies based on modern portfolio theory. EMC uses a proprietary computer software-based algorithm to match each client’s EMC Account(s) to the portfolio best suited to the client’s investment goals based on an investor profile that each client creates and maintains through the EMC App. As described earlier in this Brochure, EMC’s investment adviser services are limited with respect to the types of investments described within each model portfolio. EMC may add, remove, re-categorize or replace the available investments in its discretion. In the event an investment is removed, it will no longer be available for additional investing.

b. EMC tailors its advisory services to individual needs of clients but only based upon the detailed client information provided by each client to EMC through the EMC App’s client questionnaire. Based upon the client’s response to that questionnaire, the EMC App will direct the client to a specific investment model that EMC has determined to be suitable for that client’s investment needs. Clients may not impose restrictions on investing in certain securities or types of securities.

c. EMC does not provide services to any clients other than clients that participate in the EMC Wrap Fee Program. The Subscription Fee paid by clients for participation in the EMC Wrap Fee Program is used by EMC to pay all brokerage, custody, administration and other costs associated with the client’s EMC Account(s) and to compensate EMC for its investment advisory services.

C. Performance Based Fees and Side-By-Side Management. EMC does not charge performance-based fees. Clients are only charged the Subscription Fees described in Item 4.

D. Methods of Analysis, Investment Strategies and Risk of Loss. As described above, EMC’s model investment portfolios reflect target asset allocations across various asset classes. EMC intends to offer investment accounts reflecting a range of investment strategies, including Growth, Income, Cash Yield, Balanced, Christian Values, International Equities, and US Equities Portfolios. EMC will design the portfolios and manage their target asset allocations using strategies based on modern portfolio theory. EMC uses a proprietary computer software-based algorithm to match each client’s EMC Account(s) to the portfolio best suited to the client’s investment goals based on an investor profile (as described below) that each client creates and maintains through the EMC App.

Client assets are advised using these model portfolio strategies. Each strategy has associated risks. Investing in securities involves risk of loss that clients should be prepared to bear. Examples of the risks associated with EMC’s strategies is listed below. Please be advised that there may be other risks that have not been enumerated.

The list of risk factors below is not a complete enumeration or explanation of the risks involved in an investment through EMC or any of the Client portfolios it manages. Investors are urged to consult their professional advisers and review the investment management agreement and/or other legal documents of the particular EMC Account before deciding to invest.

Principal Risks

While EMC will design its models and seek to manage EMC Accounts so that risks are appropriate to the return potential for the strategy, it is often not possible to fully mitigate risk. As with any investment, loss of principal is a risk of investing in accordance with the investment strategies described above. The following summary of risk factors does not claim to be a complete account or explanation of the risks involved in an investment strategy nor do all risks apply to each strategy. In addition, due to the ever-changing nature of the markets, strategies may be subject to additional risk factors not mentioned below.

Possibility of Losses. An investment in one of EMC’s strategies is speculative and involves a high degree of risk, including the risk that the entire amount invested may be lost. The value of interests in any EMC Account will fluctuate based upon a multitude of factors, including the financial condition; results of operations and prospects of the issuers of the underlying securities; governmental intervention; market conditions; and local, regional, national and global economic conditions. Therefore, investors may lose all or a portion of their principal invested if the trading strategies are not successful.

General Risks

Dependence on Key Personnel: EMC depends on the diligence, skill, judgment, business contacts and personal reputations of certain key personnel. EMC’s future success will depend upon the ability to retain senior professionals and other key personnel and the ability to recruit additional qualified personnel. These individuals, who possess substantial experience and expertise in investing, are responsible for determining the models to be used for Client portfolio investments. The departure, for any reason, of any one or more of EMC’s investment professionals could have a material adverse effect on our ability to achieve our investment objectives.

Risk of Failing to Adequately Address Conflicts of Interest: As EMC continues to expand its investment operations, it increasingly confronts potential conflicts of interest relating to investment activities. For example, EMC’s strategies and Clients within each strategy may have overlapping investment objectives and interests, including different fee structures. Potential conflicts may arise with respect to decisions regarding how to allocate investment opportunities among other possible conflicts. While EMC attempts to identify, mitigate and disclose all materials conflicts, any failure to appropriately address material conflicts of interest could expose EMC to regulatory and other risks that could adversely affect EMC’s business.

Risk of Failing to Timely Execute Orders or Achieve Best Execution: Certain of EMC’s model investment strategies depend significantly on its ability to trade securities in a timely manner and achieve best execution for Client portfolios. Trading orders may not be executed in a timely and efficient manner due to various circumstances, including, for example, systems failures attributable to EMC, counterparties, brokers, dealers, agents or other service providers.

Cybersecurity. Clients and investors depend on the Firm to develop and implement appropriate systems for Client activities. The Firm relies extensively on computer programs and systems (and may rely on new systems and technology in the future) for various purposes including, without limitation, trading, clearing and settling transactions, evaluating certain financial instruments, monitoring Client portfolios and net capital, and generating risk management and other reports that are critical to oversight of Client activities. The Firm’s operations will be dependent upon systems operated by third parties, including prime broker(s), administrators, executing brokers, market counterparties and their sub-custodians and other service providers. The service providers may also depend on information technology systems and, notwithstanding the diligence that the Firm may perform on their service providers, the Firm may not be in a position to verify the risks or reliability of such information technology systems.

Epidemics, Pandemics and Public Health Emergencies. As seen and experienced with the outbreak of COVID-19, an epidemic, pandemic or public health emergency can adversely impact global commercial activity and can cause or contribute to significant volatility in certain equity and debt markets.

Any public health emergency, including any outbreak of COVID-19, SARS, H1N1/09 flu, avian flu, other coronavirus, Ebola or other existing or new epidemic diseases, or the threat thereof, could have a significant adverse impact on the Advisor, its Clients and its investments and could adversely affect the Advisor’s ability to fulfill its Clients’ investment objectives.

The extent of the impact of any epidemic, pandemic or public health emergency on the operational and financial performance of the Advisor or any of its Clients will depend on many factors, including the duration and scope of emergency, the extent of any related travel advisories and restrictions implemented, the impact of such emergency on overall supply and demand, goods and services, investor liquidity, consumer confidence and levels of economic activity and the extent of its disruption to important global, regional and local supply chains and economic markets, all of which are highly uncertain and cannot be predicted. The effects of an epidemic, pandemic or public health emergency may materially and adversely impact the value and performance of the Advisor’s and its Clients’ Investments as well as the ability of the Advisor to source, manage and divest investments and achieve its investment objectives, all of which could result in significant losses to the Client. In addition, the operations of each of the Advisor, its Clients and investments may be significantly impacted, or even halted, either temporarily or on a long-term basis, as a result of government quarantine and curfew measures, voluntary and precautionary restrictions on travel or meetings and other factors related to a public health emergency, including its potential adverse impact on the health of any such entity’s personnel.

Volatility Caused by World Events: In February 2022, Russian forces invaded Ukraine resulting in economic sanctions imposed by a number of countries, including the United States. Among the sanctions imposed by the United States (and others) is a ban on imports of all Russian oil. The events in Ukraine have impacted supply chains, increased overall demand and created volatility and uncertainty in global markets. The Russian invasion, the response and future subsequent events can all have a substantial negative impact on the performance of Client portfolios.

In addition, in recent years, world events such as terrorism, natural disasters and the political and social turmoil in the Middle East have also resulted in substantial and erratic fluctuations in the performance of the economy in general and participants in the global economy generally. Similar events and resulting fluctuations could have a substantial impact on the performance of investments in Client accounts.

Financial Institution Risk; Distress Events: Client accounts are subject to the risk banks, brokers, hedging counterparties, lenders, administrators, or custodians of some or all of the Firm’s clients’ assets (each, a “Financial Institution”) fail to perform its obligations or experiences insolvency, closure, receivership or other financial distress or difficulty, similar to that experienced by Silicon Valley Bank and Signature Bank in March 2023 (each, a “Distress Event”). Distress Events can be caused by factors including eroding market sentiment, significant withdrawals, fraud, malfeasance, poor performance or accounting irregularities. In the event a Financial Institution experiences a Distress Event, the Firm may not be able to access deposits, borrowing facilities or other services for an extended period of time or ever. Although assets held by regulated Financial Institutions in the United States frequently are insured up to stated balance amounts by organizations such as the Federal Deposit Insurance Corporation (“FDIC”), in the case of banks, or the Securities Investor Protection Corporation (“SIPC”), in the case of certain broker-dealers, amounts in excess of the relevant insurance are subject to risk of loss, and any non-U.S. Financial Institutions that are not subject to similar regimes pose increased risk of loss. Although in recent years governmental intervention has resulted in additional protections for depositors, there can be no assurance that governmental intervention will be successful or avoid the risk of loss, substantial delays or negative impact on banking or brokerage conditions or markets.

Any Distress Event has a potentially adverse effect on the ability of the Firm to manage its Clients’ accounts, and on the ability of the Firm and/or its Fund Clients’ portfolios to maintain operations, which in each case could result in significant losses and unconsummated investment acquisitions and dispositions. Such losses have the potential to include fees and expenses required to be paid from client accounts in the event the client account is not able to close a transaction (whether due to the inability to draw capital on a credit line provided by a Financial Institution experiencing a Distress Event, the inability of client account to settle transactions or otherwise), as well the inability of the Firm to acquire or dispose of investments at prices that it believes reflect the fair value of such investments. Although the Firm expects to exercise contractual remedies under the agreements with Financial Institutions in the event of a Distress Event, there can be no assurance that such remedies will be successful or avoid losses or delays.

Many Financial Institutions require, as a condition to using their services or otherwise, that the Firm and/or the client accounts maintain all or a set amount or percentage of their respective accounts or assets with custodians, which heightens the risks associated with a Distress Event with respect to such custodians. Although the Firm seeks to do business with custodians that it believes are creditworthy and capable of fulfilling their respective obligations to the Firm and its client accounts, the Firm is under no obligation to use a minimum number of custodians with respect to the client accounts, or to maintain account balances at or below the relevant insured amounts.

Other Risks

Some risks may not be predictable. For example, terrorist threats or attacks, natural disasters, global currency devaluations, and similar events can materially impact Clients’ EMC Accounts. Every investment strategy has a risk associated with it and the risk may vary from one strategy to another or within the same strategy.

Securities Risks

Investment in certain types of securities carries risks inherent to the structure or unique characteristics of those securities. To the extent any EMC Account includes one or more of these types of securities in its portfolio as part of its investment strategy, the following risks may apply:

Equity Risk: The value of the equity securities held by Client portfolios may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by Client portfolios participate, or factors relating to specific companies in which portfolios invest.

Small-Capitalization Company Risk: The securities of small-capitalization companies held by Client portfolios may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general. The earnings and prospects of these companies are generally more volatile than larger companies. Small-capitalization companies may experience higher failure rates than larger companies. Stocks of such companies involve higher risks in some respects than do investments in stocks of larger companies.

Hedging Transactions: EMC investment models may, from time to time, employ various hedging techniques to attempt to reduce the risk of highly speculative investments in securities. There remains a substantial risk, however, that hedging techniques may not always be effective in limiting losses. If EMC analyzes market conditions incorrectly or employs a strategy that does not correlate well with Client portfolio investments, the hedging techniques could result in a loss, regardless of whether the intent was to reduce risk or increase return.

Fixed-Income Securities: EMC Accounts may invest in fixed income-securities, which are subject to risk of loss because of interest rate changes. Fixed-income securities with longer maturities are subject to greater price shifts as a result of interest rate changes than fixed-income securities with shorter maturities. There is also the risk that a bond issuer may “call,” or repay, its high-yielding bonds before their maturity dates. Fixed-income securities are generally subject to credit risk, which is the risk that an issuer will not make timely payments of principal and interest. Limited trading opportunities for certain fixed income securities may make it more difficult for EMC to sell or buy a security at a favorable price or time.

High-yield risk: High-yield bonds involve greater risks of default or downgrade and are more volatile than investment-grade securities. High-yield bonds involve a greater risk of price declines than investment-grade securities due to actual or perceived changes in an issuer’s creditworthiness. In addition, issuers of high-yield bonds may be more susceptible than other issuers to economic downturns, which may result in a weakened capacity of the issuer to make principal or interest payments. High-yield bonds are subject to a greater risk that the issuer may not be able to pay interest or dividends and ultimately to repay principal upon maturity. Discontinuation of these payments could have a substantial adverse effect on the market value of the security.

General Risks Applicable to Portfolios and Their Investments

Model Based Risk: There are inherent limitations on EMC’s selection methodology as the suitability factors evaluated by the EMC algorithm do not comprehensively address all relevant considerations when making investment suitability determinations. For example, investor profiles do not address tax considerations or cash flow needs of clients. A client can also choose to override such algorithmic determination, in which case the portfolio selected may not align with such client’s investment goals. EMC reviews and evaluates model portfolio allocation determinations periodically in line with updates to a client’s investor profile. As a result, we recommend that clients ensure their financial condition, risk tolerance and investment goals are kept current in their investor profile on the EMC App

Lack of Liquidity: EMC monitors the liquidity of Client assets in making decisions regarding Client portfolio investments. However, certain investments may have to be held for a substantial period of time before they can be liquidated to the portfolio’s greatest advantage or, in some cases, at all. Client portfolios may also hold securities for which a market exists but that generally have a relatively low trading volume. Client portfolios may not be able to dispose of such securities at the most favorable price or time if there is limited demand when EMC wishes to sell them.

Leveraging Risk: The use of leverage, such as entering into futures contracts, margin borrowing, options and short sales, may magnify a Client portfolio’s gains or losses. Because many derivatives have a leverage component, adverse changes in the value or level of the underlying instrument can result in a loss substantially greater than the amount invested in the derivative itself. Certain derivatives have the potential for unlimited loss, regardless of the size of the initial investment.

Management and strategy risk: The ability of a Client portfolio to meet its investment objectives is directly related to EMC’s model investment strategies for portfolios. The investment process used by EMC’s model investment strategies could fail to achieve a Client’s investment objectives and cause investments to lose value.

Foreign investment risk: To the extent a Client portfolio has investment exposure to foreign markets, the Client portfolios’ performance will be influenced by political, social and economic factors affecting investments in such markets. Special risks associated with investments in foreign markets include exposure to currency fluctuations, less liquidity, less-developed or less-efficient trading markets, lack of comprehensive company information, political instability and differing auditing and legal standards. Emerging markets tend to be more volatile than the markets of more mature economies, and generally have less-diverse and less-mature economic structures and less-stable political systems than those of developed countries.

Market sector risk: EMC’s model investment strategies may result in significantly over or under-exposure to certain industries or market sectors, which may cause a Client portfolio’s performance to be more or less sensitive to developments affecting those industries or sectors.

Non-Diversification/Concentration: EMC Accounts may invest primarily in the securities of a small number of issuers or geographic areas. Accordingly, a Client’s portfolio may be subject to more rapid change in value than would be the case if the EMC model investment portfolio elected not to concentrate investments in certain issuers or maintained a wider diversification among industries, geographic areas and types of investments.

Tax Related Considerations: EMC does not request or receive an opinion regarding the tax consequences to a Client. Accordingly, prospective Clients and investors are strongly urged to consult their tax advisers with specific reference to their own situations regarding the possible tax consequences of an investment in any EMC Account advised by EMC.

Mutual Fund and ETF Risks: Mutual funds and exchange traded funds are professionally managed collective investment systems that pool money from many investors and invest in stocks, bonds, short-term money market instruments, other mutual funds, other securities or any combination thereof. The fund will have a manager that trades the fund's investments in accordance with the fund's investment objective. While mutual funds and ETFs generally provide diversification, risks can be significantly increased if the fund is concentrated in a particular sector of the market, primarily invests in small cap or speculative companies, uses leverage (i.e., borrows money) to a significant degree, or concentrates in a particular type of security (i.e., equities) rather than balancing the fund with different types of securities. Exchange traded funds differ from mutual funds since they can be bought and sold throughout the day like stock and their price can fluctuate throughout the day. The returns on mutual funds and ETFs can be reduced by the costs to manage the funds. Also, while some mutual funds are "no load" and charge no fee to buy into, or sell out of, the fund, other types of mutual funds do charge such fees which can also reduce returns. Mutual funds can also be "closed end" or "open end". So-called "open end" mutual funds continue to allow in new investors indefinitely which can dilute other investors' interests.

E. Voting Client Securities. Under the EMC Wrap Fee Program documentation, EMC does not have the authority to vote proxies on a client’s behalf. Clients are responsible for receiving and voting any and all proxies for the securities held in their account(s). EMC will forward proxy voting materials to clients with instructions on how to vote through a third-party vendor acting on behalf of EMC.

Item 7: Client Information Provided to Portfolio Managers

EMC acts as discretionary investment adviser to the EMC Accounts and a client’s initial portfolio selection is generated by EMC’s software based algorithm, which selects among the portfolios based upon certain suitability information provided by the client, including financial situation, investment horizon, and risk profile. EMC also collects information about a client’s identity, liquidity, age, e-mail address, physical address, location, nationality, citizenship, tax residency, or other information that is supplied to EMC through the EMC App. Clients agree to promptly update any client information previously provided to EMC that is no longer accurate.

Certain information retained by EMC with respect to each client profile is shared with the Independent Broker(s) in order to establish an account on behalf of such clients with such Independent Broker(s).

Client information is updated as and when each client updates its client information in the EMC App.

Item 8: Client Contact with Portfolio Managers

We anticipate that clients can contact EMC via email or through an electronic chat feature at any time, or by phone during normal business hours. Access to investment advisory personnel is generally limited to normal business hours, and customer support personnel are generally not expected to be licensed to provide account specific information. EMC will maintain a website and encourage clients to review the FAQs available on the website and within the EMC App, as access to such information is immediate.

Item 9: Additional Information

A. Disciplinary Information: EMC has not been subject to any disciplinary action, whether criminal, civil or administrative (including regulatory) in any jurisdiction. Likewise, no persons involved in the management of the Firm have been subject to such action.

B. Other Financial Industry Activities and Affiliations:

a. EMC does not engage in activities requiring broker-dealer representation. Neither EMC nor any of its management persons are registered, or have an application pending to register, as a broker-dealer or registered representative of a broker-dealer.

b. Neither EMC nor any of its management persons are registered, or have an application pending to register, as a futures commission merchant, commodity pool operator, a commodity trading advisor, or an associated person of the foregoing entities.

c. Neither EMC nor its management persons maintain any relationship or arrangement that is material to our advisory business or to our Clients that creates a material conflict of interest with Clients, including without limitation: any broker-dealer, municipal securities dealer, or government securities dealer or broker; any investment company or other pooled investment vehicle (including a mutual fund, closed-end investment company, unit investment trust, private investment company or “hedge fund” and offshore fund; other investment adviser or financial planner; futures commission merchant, commodity pool operator, or commodity trading adviser; banking or thrift institution; accountant or accounting firm; lawyer or law firm; insurance company or agency; pension consultant; real estate broker or dealer; sponsor or syndicator of limited partnerships). Notwithstanding the foregoing, Mr. Thomas Morgan, the Firm’s Chief Compliance Officer, is a Chief Compliance Officer for several independent third party registered investment advisers as disclosed in Form ADV Part 1A. In addition, Mr. Robert Swigert, the Firm’s Head of Operations, is also owner and portfolio manager for Tyr Partners LP dba goodstead, a registered investment adviser. These relationships are not material to the advisory business of EMC and we believe do not create a material conflict of interest with Clients of EMC, as such entities are operated completely independent of EMC and do not share investment models or strategies.

C. Code of Ethics: The Firm follows a Code of Ethics (“Code”) that is designed to comply with Rule 204A-1 under the Investment Advisers Act of 1940 (the “Act”). A copy of the Firm’s Code of Ethics is available to current and prospective Clients upon request.

This Code establishes rules of conduct for all employees of the Firm and is designed to, among other things, govern personal securities trading activities in the accounts of supervised persons. The Code also includes safeguards designed to avoid conflicts of interests that could adversely affect our Clients. In addition to requiring compliance with the applicable securities laws, the Code establishes policies and procedures designed to prevent the misuse of material, non-public information (including information regarding Clients), and identifies activities that are either expressly prohibited or that require the Chief Compliance Officer approval. Matters that could give rise to an appearance of impropriety, such as gift giving and solicitation, serving on boards of directors of public companies and political contribution payments and solicitation also require prior approval by the Chief Compliance Officer. The Code is based upon the principle that EMC and its employees owe a fiduciary duty to the Clients to conduct their affairs, including personal securities transactions, in such a manner so as to avoid:

· Serving employees’ own personal interest ahead of those of the Clients;

· Taking inappropriate advantage of their position with the Firm; and

· Any actual or potential conflicts of interest or any abuse of their position of trust and responsibility.

The purpose of the Code is to preclude activities which may lead to or give the appearance of conflicts of interest, insider trading and other forms of prohibited or unethical business conduct.

Participation or interest in Client Transactions and Personal Trading: Neither our Firm nor any of our Associated Persons has any material financial interest in Client transactions beyond the provision of investment advisory services as disclosed in this Brochure.

D. Participation or Interest in Client Transactions and Personal Trading Practices: Neither our Firm nor any of our Associated Persons has any material financial interest in Client transactions beyond the provision of investment advisory services as disclosed in this Brochure. Our Firm and persons associated with our Firm are restricted from buying or selling certain securities we buy or sell for Client EMC Accounts under conditions described in the Code. We actively monitor all trades on the part of the Firm’s “access persons” in order to help prevent conflicts of interest that may occur as a result of such trading activity in accordance with the Code.

E. Review of Accounts: EMC personnel conduct a sample review of accounts and statements monthly for purposes of monitoring for any unexpected issues. Clients are encouraged to make EMC aware of any changes to their financial condition, risk tolerance and investment goals by updating their investor profile within the EMC App. This includes changes to their financial objectives, risk tolerance or other financial circumstances, which could result in a necessary modification to their portfolio. EMC Account statements are provided to clients via the EMC App monthly or quarterly, depending upon the activity in the account.

F. Client Referrals and Other Compensation: EMC intends to maintain a referral program pursuant to which affiliate partners and/or existing clients are compensated for referring new clients. Referrers are not employees, contractors, or agents of EMC. As part of the referral program, once the referring client and the referred client have met the eligibility criteria under the terms and conditions for the applicable referral promotion, EMC will provide referring person with compensation under the terms of the particular referral program. Terms and conditions will vary by promotion. The referral program is governed by an agreement between the applicable affiliate partner or client and EMC, which the client must re-execute on an annual basis.

G. Financial Information: We are not required to provide financial information to our Clients because we do not:

• require the prepayment of more than $1,200 in fees and six or more months in advance; or

• take custody of Client funds or securities; or

• have a financial condition that is reasonably likely to impair our ability to meet our commitments to you.

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