Zoe Financial Inc.(“Zoe”) matches users with third-party investment advisors that participate in the Zoe Advisor Network (each, an “Advisor,” and collectively, the “Advisors”). In matching users with Advisors, Zoe provides information about each Advisor on a detailed profile page, where you may find additional information about the Advisor, services offered, fees, and important disclosures. Users are encouraged to review an Advisor’s information carefully before hiring it.

Zoe is not a current client of any Advisor included on the Zoe Advisor Network.  Zoe has entered into a written agreement with each Advisor pursuant to which Zoe refers prospective clients to the Advisor in exchange for a fee from the Advisor. Certain Advisors may pay Zoe a fee to participate in the Zoe Advisor Network. In addition, if a user elects to become an investment advisory client of an Advisor, Zoe will receive either (1) a referral fee calculated as a percentage of the investment advisory fees charged to the user by the Advisor or a percentage of revenue or (2) a fixed, one-time referral fee. Where the referral fee is calculated as a percentage of investment advisory fees charged to the user by the Advisor, the fee is between fifteen percent (15%) and thirty-five percent (35%) of the investment advisory fees charged to the user by the Advisor. Where the Advisor’s fee is charged on assets under management, Zoe’s referral fee will be earned for the entirety of the user’s relationship with the Advisor. Where the Advisor’s fee is for a fixed-fee financial planning arrangement, the referral fee is earned during the first five (5) years of the arrangement, as applicable. Further, upon the occurrence of certain events resulting in a change in control of an Advisor, or where the Advisor has paid Referral Fees to Zoe for ten (10) or more years, Advisor will be given the unilateral option to exercise a buyout of future payments. If Advisor chooses to exercise the buyout, Advisor will make a lump sum buyout payment to Zoe equal to three (3) times the average of the previous three (3) fiscal years’ payments made to Zoe Financial by Advisor. If a buyout were effected before three (3) years’ of payments to Advisor have accrued, then Advisor would pay Zoe Financial three fiscal years’ worth of payments based on the previous fiscal year. If a buyout occurs before a full fiscal year is established, an annualized average of a full fiscal year will be calculated and paid to Zoe. Zoe’s referral agreement with each Advisor requires that no portion of Zoe’s referral fee will be charged to the user by the Advisor, and that there shall be no difference in the level of advisory fees that users will be charged by the Advisor resulting from its referral arrangement with Zoe. In other words, the referral agreement mandates that users will not pay higher fees to the Advisor because they were referred by Zoe. 

Zoe’s receipt of referral fees from Advisors provides it an incentive to recommend the Advisors included on the Zoe Advisor Network, resulting in a conflict of interest.  Further, because Zoe’s referral fee varies, Zoe has an incentive to recommend particular Advisors based on the amount of referral fees they would pay to Zoe, which results in an additional conflict of interest to recommend particular Advisors. Notwithstanding the foregoing, Zoe’s recommendation of particular Advisors is based on its algorithms, which are designed and intended to act in the best interests of users when matching them with particular Advisors. Such algorithms do not consider the amount of referral fees Advisors would be obligated to pay to Zoe. Further, certain Advisors on the Zoe Advisor Network, either directly or through affiliates controlled or under common control with them, hold an ownership in Zoe totaling less than 1.5% of Zoe’s equity (as of the date of this Solicitor Disclosure Statement). A conflict of interest exists for Zoe to refer prospective clients to these Advisors based on their ownership in Zoe. As set forth above, Zoe’s recommendation of particular Advisors is based on its algorithms, which are designed and intended to act in the best interests of users when matching them with particular Advisors. Such algorithms do not consider these Advisors’ ownership when matching users to Advisors.  For additional information, please refer to Item 14 of Zoe’s Form ADV Part 2A. 

Zoe is not authorized to provide investment advice on behalf of the Advisor or to act for or bind the Advisor in any way. No investment advisory agreement between users and Advisor will become effective until accepted by the Advisor.

Should you have any questions about this disclosure, please contact Zoe at support@zoefin.com. You may also print or save a copy for your records.