Who We Are Cetera Advisor Networks LLC is a full-service, independent investment advisor/broker-dealer who utilizes a unique regional director model to support financial Advisors through the entire life cycle of their business. For more than a quarter century, Cetera Advisor Networks has been able to build and support regional teams through local service, regional offices and a national home office, facilitating the success of its nearly 2,000 financial professionals.
As of December 31, 2022, Cetera Advisor Networks had $46,651,447,975 in assets under management, of which $37,964,656,059 was managed on a discretionary basis and $8,686,791,916 was managed on a nondiscretionary basis.
The Firm is a wholly-owned subsidiary of Cetera Financial Group, Inc. (Cetera), a Delaware corporation, which is wholly owned by Aretec Group, Inc. (Aretec). Aretec is a wholly-owned subsidiary of GC Two Intermediate Holdings, Inc., and an indirect wholly-owned subsidiary of GC Two Holdings, Inc. Please refer to Item 10 of this brochure for more information on our corporate structure.
Getting to Know You Better Most advisory relationships begin with an initial client meeting. Typically, meetings are done in person, over the telephone, or through email communications. The purpose of this initial meeting is to discuss with your Advisor your investment history, goals, objectives, and concerns as it relates to the management of your account.
The investment advisory services provided by Cetera Advisor Networks depend largely on the personal information the client provides to the Advisor. For Cetera Advisor Networks to provide appropriate investment advice to, or, in the case of discretionary accounts, make appropriate investment decisions for, the client, it is very important that clients provide accurate and complete responses to their Advisor’s questions about their financial condition, needs and objectives, and any reasonable restrictions they wish to apply to the securities or types of securities to be bought, sold, or held in their managed account. It is also important that clients inform their Advisor of any changes in their financial condition, investment objectives, personal circumstances, and reasonable investment restrictions on the account, if any, which may affect the client’s overall investment goals and strategies.
Important Considerations Prior to Opening an Account The list below is meant to provide you with general overviews of several important facts that are common with the advisory programs that we offer. While the list below is not meant to include every possible situation, we do consider and take into account the following: Reasonable Restrictions By stating in the Investment Policy Statement (IPS) proposal or sending a written request to your advisor, you may impose reasonable restrictions on the management of your account. For example, a reasonable restriction may indicate your desire that we do not invest in a certain sector or industry. Your advisor will also proactively reaffirm with you any modifications you may have to these restrictions at least on an annual basis during your normally scheduled client review meetings. Pursuant to any restriction(s) you may suggest, your advisor will document this upon receipt.
However, your advisor may refuse to accept or manage your account if he/she determines that such restrictions are unreasonable. In the event that your advisor is unable to accept your restriction, he/she will give you the opportunity to modify or withdraw the restriction.
Deposits and/or Withdrawals Unless specifically stated, you may make additions to or withdrawals from your account at any time. If your account falls below the minimum required account value, we may terminate your account. You may also add securities to your account; however, note that we reserve the right to not accept particular securities into your account.
Trading Authorization Advisory accounts typically involve the purchase and/or sale of securities. Accounts are managed either on a discretionary or non- discretionary basis, but may be solely discretionary depending on the program.
Trade Confirmations You will receive a trade confirmation from your account custodian for each security transaction placed in your account. Trade confirmation suppression is available upon client request. However, for certain programs other than APM (defined below), unless you uncheck a box on the signature page of the client agreement, you will not receive a separate confirmation for each transaction. In lieu of separate trade confirmations, information from the confirmation will be reported at least quarterly via the brokerage account statement.
Quarterly Performance Reports On a calendar quarter basis, you may receive a performance report that indicates how your account has performed over time. If you have any questions regarding the performance of your account, please contact your Advisor.
Page 4 of 34© 2010 Cetera Advisor Networks LLC Each advisory program requires a program-specific minimum account opening balance. At its sole discretion, the Firm may waive the minimum account size. If you establish a new account and deposit funds less than the minimum opening balance requirement, your funds will not be managed until the minimum dollar amount is met. Your cash will be placed into the Cash Sweep Program as discussed below in Item 14 until the minimum opening balance requirements are met. ERISA Participant Advice Program Advisors who actively deliver investment advice to participants of employer sponsored retirement plans subject to ERISA (e.g. 401k plans) may offer the ERISA Participant Advice Program (EPA) which includes the following aspects:
• Pursuant to an EPA agreement with the client, an Advisor assumes an ERISA 3(21) fiduciary role in furnishing investment advice to a plan participant.
• Advisors who act as an ERISA 3(21) fiduciary make recommendations regarding individual funds or investment options within the plan.
• Advisors may also recommend particular allocations to align with plan participant objectives.

• Plan assets must be held on a recordkeeping platform. Assets held in a brokerage account are not eligible for EPA.

• A summary of the advice provided to the participant must be delivered to the Cetera home office each quarter.

• Advisors may charge fees directly to the client as part of the service they’re delivering. Fees cannot be paid out of plan asset or participant accounts. Fees may be hourly, flat dollar or asset-based.

• Once executed, EPA agreements are in-force for three years, unless terminated in writing by the client.
Important Note about Wrap Fee Programs Most third-party money management (TPMM) programs (TPMM Programs), as well as all of the Firm-Sponsored programs, with the exception of Preferred Asset Management® (under the circumstances described below), are considered “wrap fee” programs in which the client pays a specified fee for portfolio management services and trade execution. Wrap fee programs differ from other programs in that the fee structure for wrap programs is all-inclusive, whereas non-wrap fee programs assess trade execution costs that are in addition to the investment advisory fees.
Prime Portfolio Services and Premier Portfolio Management accounts are managed by your Advisor in accordance with his or her own investment methodology and philosophy.
The other wrap fee programs available through Cetera Advisor Networks are managed by a third-party money manager. Wrap fee programs are managed in accordance with the investment methodology and philosophy used by the respective third-party money manager. Cetera Advisor Networks receives a portion of the investment advisory fee you pay to your Advisor when you participate in any of our programs.
Our IARs may create investment models based on investment advice provided by Cetera Investment Management LLC (CIM), an affiliated registered investment adviser. This advice could include basic asset allocation advice, or advice regarding specific securities.
One of the affiliates to Holdings, Cetera Financial Holdings Inc., also owns multiple other investment advisers, including CIM. We use research and model portfolios provided by CIM in many of our programs. A conflict of interest exists due to these affiliations. We attempt to mitigate this risk by ensuring that policies and procedures are in place requiring our IARs to exercise their fiduciary responsibilities when recommending investments to clients. Client fees are not increased if IARs use Cetera research or model portfolios, and Cetera receives no compensation when their services are used by Cetera Advisor Networks IARs. Our IARs’ recommendations must only take into account what programs or services are best for each client.
More Detail about our Advisor Services The Firm has developed several advisory services and programs to give you as much flexibility as possible. The specific advisory program selected by you may cost you more or less than purchasing the services offered in each program separately. Factors that bear upon the cost of a particular advisory program in relation to the cost of the same services purchased separately include, but may not be limited to, the type and size of the account, the historical and/or expected size or number of trades for the account, and the number and range of supplementary advisory and client-related services provided to the account.
The following is a list of our advisory programs:
• Firm-Sponsored Programs a. Preferred Asset Management® Services b. Prime Portfolio Services* c. Premier Portfolio Management* d. Managed Wealth ADVANTAGE®* e. Mutual Fund/Exchange Traded Funds Advisory Program* f. xMA® Next Generation Managed Account Program* Page 5 of 34© 2010 Cetera Advisor Networks LLC
• Co-Sponsored Programs - My Advice Architect Program**
• TPMM Programs
• Financial Planning
• Consulting Services
• Plan Advice and Consulting Services
• RIA Services platform*** *Please refer to the Cetera Advisor Networks wrap brochure, Form ADV Appendix 1 for a complete description of the wrap programs sponsored by our firm.
** Please refer to the My Advice Architect wrap brochure, as included in the Form ADV Appendix 1 of the related investment advisory firm who also co- sponsors this platform, Cetera Advisory Services LLC (CAS).
*** Please refer to the RIA Services wrap brochure, as included in the Form ADV Appendix 1 of the related investment advisory firm who sponsors this platform, Cetera Investment Advisers (CIA).
Preferred Asset Management and Prime Portfolio Services We sponsor the Preferred Asset Management (Preferred) and Prime Portfolio Services (Prime) Asset Management Programs. In these programs, your Advisor will create a mix of investments that are appropriate for your investment goals. The benefit of opening these types of accounts includes:
• Individualized management of your account
• Annual reviews of your account Types of Securities Your Advisor will purchase securities on your behalf based on your goals and objectives. In order to meet your needs, we provide a wide range of investment choices for you to consider. Some of the securities we may offer to you include, but are not limited to:
• General securities (stocks and bonds)
• Covered call options and protective put options
• Fixed income securities
• Mutual funds
• Structured products
• Exchange-traded funds
• Unit investment trusts Minimum Account Opening Balance In general, we require a minimum deposit of $25,000 to open a Preferred or Prime Account. Your opening balance may include both cash and securities.
Depending on a number of factors, we may waive the minimum required balance, including whether or not you have other accounts with us.
Premier Portfolio Management We sponsor a wrap fee program called Premier Portfolio Management (Premier). In this program, your Advisor will create a mix of investments that are appropriate for your investment goals. The benefit of opening these types of accounts includes:
• Individualized management of your account
• Annual reviews of your account Types of Securities Your Advisor will purchase securities on your behalf based on your goals and objectives. In order to meet your needs, we provide a wide range of investment choices for you to consider. Some of the securities we may offer to you include, but are not limited to:
• General securities (stocks and bonds)
• Covered call options and protective put options
• Fixed income securities
• Mutual funds
• Structured products
• Exchange-traded funds
• Unit investment trusts In general, we require a minimum deposit of $25,000 to open a Premier Account. Your opening balance may include both cash and securities. Depending on a number of factors, we may waive the minimum required balance, including whether or not you have other accounts with us.
Page 6 of 34© 2010 Cetera Advisor Networks LLC Additional Information for Preferred, Prime and Premier Accounts FundVest Mutual Funds The FundVest Mutual Fund Program offers a wide range of mutual funds. This program is maintained by our clearing/custodial firm, Pershing. Pershing, at its sole discretion, may add or remove mutual funds from the FundVest Program without prior notice. In the FundVest Program, transaction costs are waived on certain purchases that would normally carry a transaction charge, which presents a conflict of interest to your Advisor in a Prime Account because your Advisor has a financial incentive to recommend a FundVest mutual fund that does not assess transaction costs over a mutual fund that does assess transaction costs.
Additionally, the Firm receives the short term redemption fees that you pay for certain FundVest mutual fund shares that are redeemed within six calendar months. This compensation is a source of revenue to the Firm and presents a conflict of interest whenever Advisor recommends that you redeem a FundVest mutual fund within six calendar months because the Firm receives a financial benefit from such transaction. This compensation, however, is retained by the Firm and is not shared with your Advisor so your Advisor does not have a financial incentive to recommend certain FundVest mutual funds be redeemed within six calendar months over other investments.
Borrowing Money (Margin Accounts) A margin account is an account where you may borrow funds for the purpose of purchasing additional securities. You may also use a margin account to borrow money to pay for fees associated with your account or to withdraw funds. If you decide to open a margin account, please carefully consider that: (i) if you do not have available cash in your account and use margin, you are borrowing money to purchase securities, pay for fees associated with your account or withdraw funds; and (ii) you are using the securities that you own as collateral.
Money borrowed in a margin account is charged an interest rate determined by the Firm within a range established by Pershing, which can result in you paying more margin interest than you would otherwise if you did not have an account with us. The margin interest rate that you pay is in addition to other fees associated with your account. Pershing retains a portion of the margin interest charged and pays the Firm at a rate established by the Firm which is a source of revenue to us. This additional revenue, which increases based on the amount of margin held in your account and the aggregate amount of margin in all client accounts, represents a conflict of interest, as the Firm has a financial incentive for you and other clients to maintain a margin debt balance. However, this compensation is retained by the Firm and is not shared with your Advisor, so your Advisor does not have a financial incentive to recommend that you maintain a margin balance. Your Advisor has a conflict of interest when recommending that you purchase or sell securities using borrowed money. This conflict occurs because your advisory fee is based on the total market value of the securities and cash balances in your account. If you have a margin debit balance (in other words you have borrowed and owe money to the Firm), your margin debit balance does not reduce the total market value of your Account. In fact, since you have borrowed money to purchase additional shares, the total market value of your account will be higher, which results in a higher advisory fee.
Please also carefully review the margin disclosure document for additional risks involved in opening a margin account.
Loan Advance Accounts A TriState Capital Bank (TriState) pledged account is collateral for a loan held through TriState. A customer may borrow money from TriState by pledging securities held and custodied in their Pershing brokerage account. Unlike a margin account, these borrowed funds cannot be used to purchase additional securities.
If you decide to enter into a loan arrangement with TriState, then you will be charged an interest rate that is subject to change. The Firm and your Advisor receive a portion of the interest charged on the loan. The amount the Firm and your Advisor receive varies (but in aggregate never exceeds 1% of the loan amount on an annualized basis). This compensation presents a conflict of interest because both the Firm and your Advisor have a financial incentive for you to enter a loan arrangement with TriState. The Firm monitors this conflict by reviewing the borrower’s accounts to determine whether or not the use of TriState is appropriate and in line with the borrower’s goals and objectives.
If you decide to enter into loan arrangement with this banking entity, you should carefully consider the following:
• You are borrowing money that will have to be repaid to the TriState.

• Pledge arrangement arrangements are only available for non-qualified accounts.

• You, as the borrower, are using the cash and securities that you own in the account as collateral.

• You will be charged an interest rate that is subject to change.

• TriState can force the sale of securities or other assets in the pledged account at any time and without notice to cover any deficiency in the value of the securities pledged for the loan. TriState can decide which securities to sell without consulting you. •
• TriState is responsible for reviewing the loan application and any other documents that TriState may require to obtain the loan. TriState, in its sole discretion, will determine the credit worthiness of the applicant, including the amount of the loan.

• Prior to establishing a loan with TriState, you should carefully review the loan agreement, loan application and any other forms required by the bank in order to process your loan as well as the disclosure form provided by the Firm.
Managed Wealth ADVANTAGE® Managed Wealth ADVANTAGE (MWA) offers asset allocation models that have been developed for the Firm by Columbus Macro. CIM will independently select and add or remove the mutual funds and/or exchange traded funds that the Firm will make available through the Program (Available Funds). Columbus Macro, and CIM, make the investment allocation decisions for client accounts under the MWA program.
Page 7 of 34© 2010 Cetera Advisor Networks LLC MWA Program Profile and Proposal Process The process with the Firm begins with you completing an Investment Profile Questionnaire (IPQ). The purpose of the IPQ is to assist your Advisor in understanding your investment objectives, financial situation, risk tolerance, investment time horizon, and other pertinent information. The information we gather will also be used to determine your suitability for the Program and to assist you in setting an appropriate investment objective and selecting an asset allocation model.
You and/or your Advisor will build an investment portfolio (Portfolio) consistent with your asset allocation model, using available funds. Your Advisor will provide ongoing advice on the selection or replacement of mutual funds and/or exchange traded funds (ETFs) in your account based on your individual needs and the investment choices available in the program.
Investment Management Philosophy MWA provides you with the opportunity to participate in an asset allocation program using selected mutual funds and/or exchange traded funds.
Trading Authorization By completing the account opening documentation, you authorize us to implement transactions on a discretionary basis. You also authorize us to act as Overlay Manager and to delegate this authority to Folio, an independent investment adviser. Folio, as the Overlay Manager, will have full discretion to place orders for the purchase and sales of securities in accordance with your selected Portfolio and to rebalance your account whenever it moves up or down 25% from the target allocation.
Minimum Account Opening Balance MWA generally requires a minimum deposit of $25,000. If you establish a new account and deposit funds less than the minimum opening balance requirement, your funds will not be managed until the minimum dollar amount is met. Your cash will be placed into the Cash Sweep Program as discussed below in Item 14 until the minimum opening balance requirements are met.
Mutual Fund/Exchange Traded Funds Advisory Program We offer a portfolio management service known as the Mutual Fund/Exchange Traded Funds Advisory Program (MF/ETF Program). The following advisors currently serve as Strategists for the MF/ETF Program in addition to Model Provider:
• Wilshire Associates
• Sage Advisory
• Columbus Macro, LLC MF/ETF Program Profile and Proposal Process Your relationship generally begins with you completing an Investor Profile Questionnaire (IPQ). The purpose of the IPQ is to assist your Advisor in understanding your investment objectives, financial situation, risk tolerance, investment time horizon and other pertinent information. The information that we gather will also be used to propose an appropriate asset allocation model for your account in the MF/ETF Program. Once you receive the proposal and meet with your Advisor, you will determine whether to adopt, modify or reject the recommended asset allocation model.
Investment Management Philosophy Our MF/ETF Advisory Program provides you with the opportunity to participate in an asset allocation program using a tactical model, a strategic model, or a combination of tactical and strategic models, which are discussed in more detail below.
Strategic Asset Allocation Strategic asset allocation is a portfolio strategy that involves the periodic rebalancing of your portfolio in order to maintain a long-term goal of a chosen asset allocation mix. The initial investments are chosen based on expected returns and within your risk tolerance. Because the value of the assets can change based on market conditions, the portfolio constantly needs to be re-adjusted to meet the policy. This is often called rebalancing.
The emphasis is on preserving this initial chosen asset allocation mix because the mix ultimately relates to a larger performance objective based on historical data.
Tactical Asset Allocation Tactical asset allocation is a portfolio strategy that involves the rebalancing of assets held in various categories in order to take advantage of market pricing anomalies or strong market sectors, as chosen by the portfolio managers. This strategy allows the Strategist the opportunity to try and create extra value by taking advantage of these potential situations in the markets. It is a moderately active strategy and may use short-term trading methods.
The investment philosophy is usually based on the belief that investor psychology and market forces can lead to periods when certain securities or classes of securities are not efficiently valued by the market. A tactical allocation process attempts to capture these pricing inefficiencies. It is not a fixed asset weight mix and the allocation and risk level of the portfolio may change quite dramatically.
Page 8 of 34© 2010 Cetera Advisor Networks LLC Trading Authorization Your Advisor will assist you in determining an appropriate investment strategy to follow. By completing the account opening documentation, you authorize us to act as your agent and attorney-in-fact to direct the investment and reinvestment of the assets in your account. We, in turn, utilize FDX Advisors, Inc. (Folio), an independent investment adviser, to have full trading discretionary trading authority to place orders for the purchase and sale of securities transactions recommended by the models developed by the Strategist. Pershing is currently utilized for clearing and trade execution services.
For both Strategic and Tactical Asset Allocations, Folio will rebalance your account whenever the account moves up or down 25% from the target allocation designed by the Strategists.
In general, the MF/ETF Program requires a minimum deposit of $25,000 for accounts consisting of mutual funds or $50,000 for accounts utilizing ETF securities.
In-Kind Transfers Accounts may be funded with both securities and cash. The MF/ETF Program can only accept mutual funds, equities and ETFs that are approved by the Firm. Any mutual funds, equities and ETFs that are transferred into the MF/ETF Program that are not accepted by the Firm will incur a fee charged to the Advisor. This creates a conflict of interest for the Advisor as he or she bears the cost if this option is used.
xMA® Program We offer a portfolio management service known as Next Generation Managed Account (xMA). xMA provides access to independent investment manager(s) to design models based on investment styles. The models may consist of multiple types of securities but typically utilize some or all of the following: fixed income, open-end mutual funds, exchange-traded funds, and general securities.
xMA Proposal and Investment Policy Statement Process Your xMA relationship generally begins with completing an Investor Profile Questionnaire (IPQ). The purpose of this questionnaire is to assist your Advisor in understanding your investment objectives, financial situation, risk tolerance, investment time horizon and other pertinent information. The information that we gather will also be used to recommend an appropriate xMA Manager.
Based on the answers provided to the Firm, an Investment Policy Statement (IPS) will be generated. The IPS will present to you one of several investment styles for consideration.
Trading Authorization and Discretionary Management This program is a discretionary program. The type of discretionary authority exercised depends on the model portfolio that you invest in. Your Advisor will have discretion to choose the xMA Manager.
By completing the account opening documentation, you authorize us, or as applicable, the manager of a fixed income model (Fixed Income Model), to act as your agent and attorney-in-fact to direct the investment and reinvestment of the assets in your account. For accounts that do not utilize a Fixed Income Model, we, in turn, authorize Folio, an independent investment adviser, to act as Overlay Manager to have full discretionary trading authority to place orders for the purchase and sale of securities recommended by the models developed by such xMA Managers.
Use of Independent Investment Managers Your Advisor may recommend models designed by one or more xMA Managers. The xMA Manager will independently select the securities for the model selected. With the exception of Fixed Income Models, the securities that comprise the model will be sent to Folio for trading. Pershing is currently utilized for clearing and trade execution services.
Fixed Income Models Your Advisor may recommend models designed by managers to invest in fixed income securities. If a Fixed Income Model is selected, the fixed income manager will have investment and trading discretion over the trades for that account.
In general, we require a minimum deposit of: 1. $100,000 for equities only 2. $100,000 for fixed income managers who use equities and ETF investments 3. $250,000 managers who use individual fixed income issues, such as individual bonds The minimum deposit may consist of both cash and securities. Managers may have different account minimums, restrictions on the types of investments they manage, and other pertinent details. Please refer to the manager’s Form ADV Part 2A Brochure for additional information.
My Advice Architect

Program Cetera Advisor Networks is a co-sponsor of the My Advice Architect Platform (MAA Platform) and is responsible for supervising the activities of the investment adviser representatives who use the MAA Platform for clients. For a more detailed description of the Platform, please see Form ADV Appendix 1 of CAS, the related investment advisory firm who also co-sponsors this Platform.
Page 9 of 34© 2010 Cetera Advisor Networks LLC Third-Party Money Manager Programs Our TPMM Programs provide you with the opportunity to have your portfolio professionally managed by outside money managers. TPMM Programs offer clients access to a variety of model portfolios with varying levels of risk from which they may choose. TPMM Program accounts are not managed by Cetera Advisor Networks; rather, they are managed by one or more third- party portfolio managers on a discretionary basis, and they may consist of a variety of different securities types, including stocks, bonds, and mutual funds. Cetera Advisor Networks is not the sponsor of these TPMM Programs. The Firm charges its IARs an administrative fee for the client accounts held at TPMMs. This administrative fee is calculated by the Firm based on the advisory fees that the IAR has received from the TPMMs. There is a conflict of interest associated with this fee for your IAR, as it creates a financial disincentive to recommend TPMM products to you.
Cetera Advisor Networks may act in either a “promoter” or “subadviser” capacity when it offers TPMM programs to Advisors’ clients, as described below: Promoter – When acting as a promoter for the TPMM program, Cetera Advisor Networks and your Advisor do not provide advisory services in relation to the TPMM program. Instead, your Advisor will assist you in selecting one or more TPMM programs believed to be suitable for you based on your stated financial situation, investment objectives, and financial goals. The TPMM will be responsible for assessing the suitability of their products against your risk profile. Cetera Advisor Networks and your Advisor are compensated for referring you to the TPMM program. This compensation generally takes the form of the TPMM sharing a percentage of the advisory fee you pay to the TPMM with Cetera Advisor Networks and your Advisor. When we act as a promoter for a TPMM program, you will receive a written promoter disclosure statement describing the nature of our relationship with the TPMM program, if any; the terms of our compensation arrangement with the TPMM program, including a description of the compensation that we will receive for referring you to the TPMM program; and the amount, if any, that you will be charged in addition to the advisory fee that you will pay to the TPMM as a result of our referral of you to the TPMM program.
Adviser or Subadviser – Under an adviser or subadviser relationship between Cetera Advisor Networks and the sponsor of the TPMM program, we are jointly responsible for the ongoing management of the account. Your Advisor is responsible for assisting you with completing the investor profile questionnaire. While each TPMM may have a different name for their questionnaire, your responses will assist your Advisor with understanding your investment objectives, financial situation, risk tolerance, investment time horizon and other personal information. Based on the answers that you provide to your Advisor, he or she will assist you in determining which TPMM model or portfolio strategy is appropriate for you. As part of establishing a new account, you will receive both our disclosure brochure as well as the TPMM’s disclosure brochure.
Since each TPMM is uniquely structured with different investment products, please ensure that you carefully review all documents provided to you on behalf of the TPMM. These include, but are not limited to:
• The TPMM’s Form ADV Part 2A or Disclosure Brochure for specific program descriptions.

• The TPMM’s Client Agreement as well as any other agreement entered into regarding a TPMM program, for specific contractual terms (including fees, billing methods, administrative and other fees, etc.).

• Any additional disclosure or offering documents provided by the TPMM in connection with investment products.
Financial Planning (Agreements # 346 and 653 – program closed) Financial planning typically involves providing a variety of services to individuals or entities regarding the management of their financial resources based upon an analysis of their individual needs. Generally, financial planning services involve preparing a financial program for a client based on the client’s financial circumstances and objectives. The information provided as part of this service would normally cover present and anticipated assets and liabilities, including insurance, savings, investments, and anticipated retirement or other employee benefits.
The advice that is provided to you by your Advisor may include general recommendations for a course of activity, or specific actions, to be taken by you.
Traditional financial planning involves meeting with you to determine your financial goals and objectives. We then develop and deliver to you a written financial plan. At that point, our advisory relationship is typically concluded.
Initial Client Meeting The purpose of this meeting is to discuss with you specific areas of concern and potential planning areas. During this meeting, your Advisor will work with you to determine whether or not a financial plan is appropriate for your specific circumstance.
As part of your initial meeting, or as a separate meeting, your Advisor will review all necessary documents for him/her to develop a financial plan for you. These documents may include, among other things, brokerage statements, income tax statements, a current will, other financial plans, business agreements, retirement information, etc.
Developing a Financial Plan Based on the information that your Advisor gathers about your specific circumstance, a financial plan will be developed for you. Your Advisor may use various computer software tools to assist them in creating the financial plan. While our Advisors will not provide tax or legal advice, with written permission from you, they may speak with your attorney and/or tax professional.
Page 10 of 34© 2010 Cetera Advisor Networks LLC Financial plans may consist of: Financial Position – Financial position review encompasses a review of your current financial position, including a review of your current cash flow. This type of review typically involves reviewing your net worth, cash flow, budget, debt, and investment accounts.
Retirement Planning – Retirement planning typically consists of analyzing your current or expected future retirement needs. Based on your current level of retirement savings, additional retirement accounts (such as an IRA or Roth IRA) may be recommended, or additional contributions to your existing company retirement plan may be recommended.
If you have an account in a company retirement plan that falls under ERISA (such as a 401(k), defined benefit plan, etc.), your Advisor may provide education on your company retirement account but not specific investment advice. The education that they provide to you will be limited to:
• General principles for investing, overall asset allocation strategies, and general information about the options currently available in your plan.

• Your Advisor may consider the amount of assets you hold in your company retirement plan in order to determine and recommend an overall investment strategy for you.

• Your Advisor may not provide you with specific investment advice regarding investments held within your company retirement plan. This includes recommending that you invest a certain percentage into an investment option held within your company plan.
Insurance Analysis – Insurance analysis typically consists of analyzing your current or expected insurance needs. Based on your specific circumstances, such as, number of dependents and the age of the members in your household, your Advisor may suggest the need to increase or decrease the amount of insurance you currently have. Certain states do not allow us to charge you a separate management fee to review your insurance needs.
Education Planning – Your Advisor may review your current or future needs as it relates to paying for education expenses for you or your dependents. This type of review typically analyzes the amount of money you are saving for education expenses.
Tax Efficient Investing Strategies – As part of the consulting services, your Advisor may not provide you with tax advice. However, your Advisor may assist you in designing an investment strategy to maximize the tax efficiency of your portfolio.
Advice Provided The financial plan will provide you with recommendations and advice tailored to your specific financial goals, objectives, and situation. You are under no obligation to act on the advice that is given to you. If you choose to act on any of the advice given to you, you are under no obligation to open any accounts with us, and you may, in fact, open accounts with firms that are not affiliated with us.
Delivering the Plan Your Advisor will deliver and explain the financial plan or a letter recapping the advice that is being provided to you.
Consulting Services (Agreements # 152, 152A, 654, and 654A – program closed) Consulting services, while similar to traditional financial planning, provide you with several distinct services. These include the ability for your Advisor to provide a broader range of financial advice and services, including the ability to provide specific security recommendations. The services are offered to you over a longer period of time (up to three years).
Consulting Services Term Consulting services allow our Advisors to provide continuous advice to you for the duration of the consulting service contract. The contract is in effect for three years from the time you initially sign the contract. The contract may be terminated earlier at the request of you or us. If you wish to continue the consulting arrangement after the contract expires, you will need to execute a new contract with another three year term.
Initial Client Meeting The purpose of this meeting is to discuss your current and future goals and objectives. During this meeting, your Advisor will explain the consulting process, set reasonable expectations with you, and discuss any initial concerns that you may have.
As part of your initial meeting, or as a separate meeting, your Advisor will review all necessary documents for him/her to develop a course of action for you. These documents may include, among others, brokerage statements, income tax statements, current will, other financial plans, businesses agreements, retirement information, etc.
Subsequent Review Meetings Based on the services provided to you, your Advisor will schedule subsequent meetings to discuss the status of recommended actions. These meetings occur in a number of ways, including over the telephone, in person, or via email.
Page 11 of 34© 2010 Cetera Advisor Networks LLC Advice Provided The consulting services your Advisor provides will include recommendations and advice tailored to your specific financial goals, objectives and situation. You are under no obligation to act on the advice that is given to you. If you choose to act on any of the advice given to you, you are under no obligation to open any accounts with us, and you may, in fact, open accounts with firms that are not affiliated with us.
Fee Invoice On a quarterly, semi-annual or annual basis, you will receive an invoice from your Advisor describing the services provided to you and the cost of the services or advice. Your consulting fee is paid for in arrears. This means that your fees pay for advisory services that you received in the prior quarter, six months or 12 months.
Consulting Agreement Program and Services (Agreements # 669) Initial Client Meeting The purpose of this meeting is to discuss your current and future goals and objectives. During this meeting, your Advisor will explain the consulting and planning process, set reasonable expectations with you, and discuss any initial concerns that you may have.
As part of your initial meeting, or as a separate meeting, your Advisor will review pertinent documents for him/her to develop a course of action for you. These documents may include, among others, brokerage statements, income tax statements, current will, other financial plans, business agreements, retirement information, etc.
Types of services (may include but are not limited to the following). Asset Allocation – Providing guidance to asset class recommendations or product recommendations. If the Advisor provides investment advice to you in another advisory account, then the Advisor cannot charge any fee for the asset allocation services provided under the Fee for Service Consulting Program.
Business Planning – Providing business planning, such as cash flow analysis, sales forecasting, investment capital, retirement benefits, tax strategy, business goals and targets.
Cash Flow and Budgeting Analysis – A process of examining your cash inflow and outflow during a stated period, providing debt strategies, and providing budget and savings implementation strategies.
Charitable Giving Solutions – Providing recommendations for charitable gift giving that may result in income reduction, reduction of estate taxes or providing you with other tax breaks.
Education Planning – Providing advice on education planning, savings strategies, gifting and or budgeting strategies for your family’s educational needs.
Estate and Multigenerational Planning – Providing education or assistance to clients with an estate attorney regarding general strategy and generational wealth transfer strategies.
Financial Position – Financial position review encompasses a review of your current financial position, including a review of your current cash flow. This type of review typically involves reviewing your net worth, cash flow, budget, debt, and investment accounts.
General Analysis and Planning – Financial analysis and planning advice for achieving a financial objective or task to meet your needs. Insurance Analysis – Insurance analysis typically consists of analyzing your current or expected insurance needs. Based on your specific circumstances, such as, number of dependents and the age of the members in your household, your Advisor may suggest the need to increase or decrease the amount of insurance you currently have. Certain states do not allow us to charge a separate fee to review your insurance needs.
Retirement Planning and Analysis – Retirement planning typically consists of analyzing your current or expected future retirement needs. Based on your current level of retirement savings, additional retirement accounts (such as an IRA or Roth IRA) may be recommended, or additional contributions to your existing company retirement plan may be recommended.
If you have an account in a company retirement plan that falls under ERISA (such as a 401(k), defined benefit plan, etc.), your Advisor may provide education on your company retirement account but not specific investment advice. The education that they provide to you will be limited to:
• General principles for investing, overall asset allocation strategies, and general information about the options currently available in your plan.

• Your Advisor may consider the amount of assets you hold in your company retirement plan in order to determine and recommend an overall investment strategy for you.

• Your Advisor may not provide you with specific investment advice regarding investments held within your company retirement plan. This includes recommending that you invest a certain percentage into an investment option held within your company plan.
Page 12 of 34© 2010 Cetera Advisor Networks LLC Tax Efficient Investing Strategies – As part of the consulting services, your Advisor may not provide you with tax advice. However, your Advisor may assist you in designing an investment strategy to maximize the tax efficiency of your portfolio, advice on tax gain-loss harvesting, timing of purchases and sells, education on how charitable donations may qualify for tax deduction and advice on the types of retirement plans that an individual may use to help reduce tax liability.
Wealth Accumulation and Preservation Strategies – Providing you analysis of your net worth and assets and providing advice towards long term sustainable wealth.
Term of Services The term of the Fee for Service Consulting agreement is determined at the time you and your Advisor execute the agreement. You will have an option of 5 months for Limited Consulting Services (described below) or 1 year, 2 years, 3 years, or to maintain an ongoing agreement until canceled (Ongoing Consulting Services). You will also have the option to select Limited Consulting Services (which may include Financial Planning) or Ongoing Consulting Services.
Limited Consulting Services Under the Limited Consulting services, you may receive any of the Types of Services referenced above, and these services will be provided to you within five months.
Ongoing Consulting Services Under the Ongoing Consulting services, you may receive any of the Types of Services and the term will be specified in your client agreement. You will have the option of 1 year, 2 years, 3 years, or an ongoing arrangement that can continue until canceled by either party.
Advice Provided The consulting services your Advisor provides will include recommendations and advice tailored to your specific financial goals, objectives and situation. You are under no obligation to act on the advice that is given to you. If you choose to act on any of the advice given to you, you are under no obligation to open any accounts with us, and you may, in fact, open accounts with firms that are not related to us.
Fee Invoice On a monthly, quarterly, semi-annual or annual basis (annual in arrears only), you will receive an invoice for the services provided to you and the cost will be detailed in the invoice. You will have the option to pay the fees by credit card, debit card, or ACH through a third-party vendor, or you may pay by check.
Plan Advice and Consulting Services Retirement plans subject to the Employee Retirement Income Security Act of 1974 (ERISA) may retain an investment adviser representative of the Firm to provide advisory and consulting services to your retirement plan. In providing these services, Cetera Advisor Networks may act as a fiduciary, as defined under Section 3(21)(A)(ii) of ERISA, and will adhere to the provisions outlined by ERISA to provide the highest standard of care to qualified retirement plans.
Plan Advice and Consulting Program Fiduciary advisory services available under the Plan Advice and Consulting Program include:
• Investment policies and objectives – Reviewing and assisting in establishing investment policies and objectives on behalf of the plan and its related trust, which may reasonably include restrictions on the plan’s investments.

• Preparation of Investment Policy Statement (IPS) – In consultation with the plan sponsor concerning the investment policies and objectives for the plan, an investment adviser representative may assist the plan sponsor in developing an IPS that is consistent with the requirements of ERISA. Cetera Advisor Networks cannot guarantee that the plan’s investments will achieve the objectives in the IPS.

• Investment recommendations – An investment adviser representative may recommend, for selection by the plan sponsor, core investments to be offered to plan participants consistent with the plan’s IPS or other relevant guidelines and ERISA. The IAR may also recommend investment replacements if existing investments are no longer suitable.

• Investment manager recommendations – An Advisor may recommend “investment managers” within the meaning of ERISA Section 3(38) on behalf of the plan, or designated investment managers to be offered as investment options for plan participants, as applicable. The Advisor may also recommend replacement managers if existing managers are no longer suitable. In limited circumstances, we may provide two investment lineups consisting of the same funds but different share classes, of which the plan selects.

• Investment monitoring – An investment adviser representative may meet with the plan sponsor on a quarterly basis, or at such other times as the investment adviser representative and plan sponsor may mutually agree, to review the performance of the plan’s investments or investment managers, as applicable, in accordance with the plan’s IPS or other relevant guidelines and ERISA.

• Selection of a Qualified Default Investment Alternative – An investment adviser representative may recommend to the plan sponsor an investment fund product or model portfolio meeting the definition of a “Qualified Default Investment Alternative” (QDIA) in DOL Regulation §2550.404c-5(e)(3). If applicable, the guidelines for the QDIA shall be reflected in the IPS.
Non-fiduciary consulting services available under the Plan Advice and Consulting Program include:
• Charter for a fiduciary committee – In consultation with the plan sponsor, an investment adviser representative may assist in developing a charter for the plan sponsor’s fiduciary investment committee for the plan and assist in the structure and composition of the committee.
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• Education services to a fiduciary committee – An investment adviser representative may provide education for selected employees of the plan who are serving on the plan’s fiduciary investment committee. Such education may include guidance concerning their fiduciary roles on the committee, including their investment-related duties under the plan, at times mutually agreeable to the parties.

• Performance reports – An investment adviser representative may prepare periodic performance reports for the plan’s investments, comparing the performance thereof to benchmarks set forth in the IPS or other such benchmarks as specified in writing by the plan sponsor. The information used to generate the reports will be derived from statements provided by or through the plan sponsor. Investment adviser representatives do not make any investment recommendations, rate of investments or make buy, sell or hold recommendations as part of performance reporting.

• Fee monitoring – An investment adviser representative may assist the plan sponsor with respect to its duties to evaluate the reasonableness of the fees and expenses of the plan’s investments or investment managers, as applicable, in accordance with the plan’s IPS or other relevant guidelines and ERISA. Upon request, an investment adviser representative may also assist the plan sponsor with respect to its evaluation of the plan’s fees and expenses for administrative services.

• Participant education services – An investment adviser representative of the firm may offer investment education to plan participants at scheduled meetings on an annual basis, or such other times as the investment adviser representatives and plan sponsor may mutually agree, in accordance with the Department of Labor’s exclusions for investment education from its definition of a recommendation as set forth in 29 CFR Section 2510.3-21(b)(1) and (2). An investment adviser representative may provide non- fiduciary education concerning the availability of withdrawals and rollovers from the plan but will not discuss the advisability of withdrawals or rollovers at such meetings.

• Service provider recommendations – In the event the plan sponsor chooses to select a new recordkeeper or other administrative service provider to the plan, an investment adviser representative may recommend plan service providers for the plan sponsor’s consideration. Such recommendations shall not include investment or allocation recommendations by the investment adviser representative. Upon request, an investment adviser representative will assist the plan sponsor in the preparation and evaluation of requests for proposals, finalist interviews and conversion support.
In performing consulting services, your investment adviser representative and Cetera Advisor Networks are acting solely as an agent and at the plan’s direction.
Services not offered as part of the Plan Advice and Consulting Program include:
• Custody and trade execution – Taking custody or possession of any plan assets, ensuring that contributions by the plan or from participants are deposited timely with the trustee or custodian for the plan, or executing orders for trades or securities transactions with respect to the plan’s assets.

• Employer stock funds and brokerage windows – Providing advice regarding the prudence of plan investments in any employer stock, or providing guidance to participants concerning investments through any brokerage account window under the plan.

• Proxies – Rendering advice on, or taking action with respect to, the voting of proxies solicited on behalf of securities held in trust by the plan, or the exercise of similar shareholder rights regarding such securities.

• Discretionary plan administration – Interpreting the plan, determining eligibility under the plan, distributing plan assets to pay benefits or expenses, determining benefit claim, or making any other discretionary decisions with respect to the administration of the plan.

• Legal or tax advice – Reviewing or amending plan documents for compliance with changes in tax qualification requirements or providing legal or tax advice on matters relating to the plan, including advising on whether plan investments will result in unrelated business taxable income.

• Participant advice – Furnishing any fiduciary “investment advice” within the meaning of ERISA to participants relating to any participant-directed investments under the plan. Any personal investment-related services provided by Cetera Advisor Networks to individuals, including but not limited to individuals who are plan participants, will be unrelated to the services.

• Regulatory notices and reports – Distributing summary plan descriptions, elections, and any other notices required by law to participants, or filing any governmental reports for the plan or client.
Investment Fiduciary Manager Program We offer investment fiduciary advisory services to participant directed employer-sponsored plans that are subject to Section 3(38) of ERISA (Plans) in a program entitled the Investment Fiduciary Manager Program (Program). CIM, an investment adviser that is a related entity of ours provides us with a recommended investment lineup for each platform of a recordkeeper that we make available in the Program. Each recordkeeper available in the Program is also a strategic partner (Retirement Partner) in our Retirement Strategic Partner Program (defined below). CIM creates and provides us with the investment lineups, which are composed primarily of Strategic Partner (defined below) Funds. The Strategic Partner funds included in the investment lineups offered at each of the recordkeeping platforms are excluded from the Strategic Partner compensation described in Item 14 below.
We determine whether to make available in the Program the investment lineups recommended by CIM. CIM does not act as an investment adviser to the Plan or any of its participants. One investment lineup will typically be provided per recordkeeper platform. Each Plan grants us the discretion to select the investment lineup at a particular recordkeeper for that Plan. Our ERISA Section 3(38) discretionary advice service is offered only at the Plan level and not at the individual participant or account level, as individual participants ultimately retain the responsibility of selecting their own investments from the designated investment lineup.
Page 14 of 34© 2010 Cetera Advisor Networks LLC RIA Services Platform Cetera Investment Advisers, a related investment advisory firm, is the sponsor of the RIA Services platform (RS Platform). The Firm is responsible for supervising the activities of Advisors who use the RS Platform for clients. For a more detailed description of the RS Platform, please see the Form ADV Appendix 1 of Cetera Investment Advisers.