A. GOLDEN STATE EQUITY PARTNERS, LLC
Golden State Equity Partners, LLC (“GSEP” and/or “the firm”) is an investment adviser registered
under the Investment Advisers Act of 1940. GSEP was formed as a California limited liability
company in 2017 and reorganized as a Delaware limited liability company in July of 2021, and is an
affiliate of Golden State Wealth Management, LLC (“GSWM”) and Golden State Asset Management,
LLC (“GSAM”).
Daniel Catone, Patrick Catone, and John Nahas are the principal owners and managing members of
GSEP. See Item 9 of this document for an additional discussion concerning the firm’s affiliates, which
are also owned wholly or in part by the principal owners of GSEP.
Our firm’s home office is located at 201 E Sandpointe Ave, Suite 460 South Coast Metro, CA 92707.
Other investment adviser representatives of the firm are permitted to conduct their business under a
“doing business as” name, otherwise known as a “DBA.” Currently, GSEP is doing business as:
Arenzano Capital (“Arenzano”), located at 305 W. Big Beaver Rd., Suite 101, Troy, MI 48084; Arise
Wealth Management, located at 203 Henrietta Ave N, Park Rapids MN 56470 and
118 Paul Bunyan Dr. SE, Suite 206, Bemidji, MN 56601; Baobab Wealth Management and Baobab
Wealth Abroad, located at 450 E. Tudor Road, Ste 201, Anchorage, AK 99503; Desert Cities Wealth
Management (“DCWM”), located at 3633 Yucca Mesa Road, Yucca Valley, CA 92284; Enriquez
Financial Group, located at 1701 Calle De Mercado, Ste 5, Las Cruces, NM 88005; Golden State
Equity Partners located at 6310 Greenwich Dr, #150, San Diego CA 92707 and 122 #rd St NW
Bemidji, MN 56601; Heart Mountain Wealth Management located at 254 E. 2nd Street, Powell WY
82435; Hidden Peak Investments, located at 4200 N Seasons View Dr #O4121 Lehi UT 84043;
Longevity Wealth, located at 331 Bendigo Blvd N, North Bend, WA 98045; Organ Peak Financial
Group, located at 205 W. Boutz, Bldg 2, Ste C, Las Cruces, NM 88005; Schneider Wealth
Management, located at 530 Silicon Drive, Ste 103, Southlake TX 76092; Tangent Retirement,
located at 334 Sonoma Aisle Irvine, CA 92618; Tri Valley Wealth Management, located at 574
Caliente Ave, Livermore CA 94550; TVN Wealth Management, located at 20201 SW Birch St, Ste
250, Newport Beach, CA 92660; Vector3 Wealth Management, located at 2240 Encinitas Blvd Ste D
#421, Encinitas, CA 92024
B. TYPES OF ADVISORY SERVICES OFFERED
As discussed below, our firm provides individuals and other types of clients with a wide array of
investment advisory services, including asset management, comprehensive portfolio management,
and financial planning services. Our firm seeks to establish a service-oriented advisory practice with
open lines of communication for many different types of clients to help meet their financial goals while
remaining sensitive to risk tolerance and time horizons. Working with clients to understand their
investment objectives while educating them about our process and facilitates the kind of working
relationship we value.
Our firm sponsors and offers a wrap fee program. Our wrap fee program allows clients to pay a single
fee for investment advisory services and associated custodial transaction costs. Because our firm
absorbs client transaction fees, an incentive exists to limit trading activities in client accounts.
Custodial transaction costs, however, are not included in the advisory fee charged by our firm for non-
wrap services and are to be paid by the client to their chosen custodian.
Depending on the client’s account or portfolio trading activity, clients may pay more for using our wrap
fee services than they would for using our non-wrap services.
6 GSEP Wrap Firm Brochure 3.2024
B.1. WRAP ASSET MANAGEMENT
As part of our Wrap Asset Management service, a portfolio is created, consisting of individual stocks,
bonds, exchange traded funds (“ETFs”), options, mutual funds and other public and private securities
or investments. The client’s individual investment strategy is tailored to their specific needs and may
include some or all the previously mentioned securities. Portfolios will be designed to meet a
particular investment goal, determined to be suitable to the client’s circumstances. Once the
appropriate portfolio has been determined, portfolios are continuously and regularly monitored, and if
necessary, rebalanced based upon the client’s individual needs, stated goals and objectives.
Fee Schedule
The maximum annual fee charged for this service will not exceed 2.00%. Fees to be assessed will be
outlined in the advisory agreement to be signed by the Client. Annualized fees are billed on a pro-rata
basis quarterly in advance based on the value of the account(s) on the last day of the previous
quarter. Fees are negotiable and will be deducted from client account(s). In rare cases, our firm will
agree to directly invoice. As part of this process, Clients understand the following:
a) The client’s independent custodian sends statements at least quarterly showing the
market values for each security included in the Assets and all account disbursements,
including the amount of the advisory fees paid to our firm;
b) Clients will provide authorization permitting our firm to be directly paid by these terms.
Our firm will send an invoice directly to the custodian; and
c) If our firm sends a copy of our invoice to the client, legend urging the comparison of
information provided in our statement with those from the qualified custodian will be
included.
B.2. WRAP COMPREHENSIVE PORTFOLIO MANAGEMENT
As part of our Wrap Comprehensive Portfolio Management service clients will be provided asset
management and financial planning or consulting services. This service is designed to assist clients
in meeting their financial goals through the use of a financial plan or consultation. Our firm conducts
client meetings to understand their current financial situation, existing resources, financial goals, and
tolerance for risk. Based on what is learned, an investment approach is presented to the client,
consisting of individual stocks, bonds, ETFs, options, mutual funds and other public and private
securities or investments. Once the appropriate portfolio has been determined, portfolios are
continuously and regularly monitored, and if necessary, rebalanced based upon the client’s individual
needs, stated goals and objectives. Upon client request, our firm provides a summary of observations
and recommendations for the planning or consulting aspects of this service.
Fee Schedule
The maximum annual fee charged for this service will not exceed 2.0%. Fees to be assessed will be
outlined in the advisory agreement to be signed by the Client. Annualized fees are billed on a pro-rata
basis quarterly in advance based on the value of the account(s) on the last day of the previous
quarter. Fees are negotiable and will be deducted from client account(s). In rare cases, our firm will
agree to directly invoice. As part of this process, Clients understand the following:
a) The client’s independent custodian sends statements at least quarterly showing the market
values for each security included in the Assets and all account disbursements, including the
amount of the advisory fees paid to our firm;
b) Clients will provide authorization permitting our firm to be directly paid by these terms. Our firm
7 GSEP Wrap Firm Brochure 3.2024
will send an invoice directly to the custodian; and
c) If our firm sends a copy of our invoice to the client, legend urging the comparison of information
provided in our statement with those from the qualified custodian will be included.
B.3 NON-EXEMPT ACCOUNTS
A non-exempt account must have revenue equal or greater than the respective advisor’s Golden
State override. For accounts which do not meet the minimum, Golden State will directly debit advisor
revenue to cover the requirement by means of Asset Based Pricing. The Asset Based Pricing
calculation is based on a basis point schedule and not a percentage of revenue override. For
instance, if the standard override is 10%, a 10bps fee will be assessed to advisor. This minimum
management fee may be passed directly to client, in whole or in part, with appropriate documentation,
or simply absorbed by advisor without change to client account.
a) Accounts exempt from a firm imposed minimum annual fee:
i. The account holder is considered:
1. Self/Advisor personal accounts
2. Spouse/domestic partner and/or
3. Minor Child
ii. To abide by United States Internal Revenue Service limitations, and defined by
FINRA
(Immediate
Family
), familial qualified accounts subject to the annual fee
cap will not have a firm-imposed management fee greater than the nominal
administrative fee of 0.035% regardless of advisors’ previously mentioned pay-
out percentage
iii. Client/Account qualifies through “flex billing”
1. Flex billing – this is the term designating a particular account may not be
billed an annual fee as said account has the annual fee debited from
another account’s prior approved billing arrangement. Prior approval is
required
iv. Account does not hold advisory assets (for example assets used for consolidated
reporting purposes only wherein firm/IAR does not have fiduciary or custodial
responsibilities) or is an SMA billed direct by the custodian
v. Client is a current branch employee or advisor/affiliate of the RIA
B.4. TAILORING OF ADVISORY SERVICES
Our firm offers individualized investment advice to our Wrap Asset Management and Wrap
Comprehensive Portfolio Management clients. Each Asset Management and Comprehensive
Portfolio Management client can place reasonable restrictions on the types of investments to be held
in the portfolio. Restrictions on investments in certain securities or types of securities may not be
possible due to the level of difficulty this would entail in managing the account.
B.5. MUTUAL FUND FEES
All fees paid to GSEP for investment advisory services are separate and distinct from the fees and
expenses charged by mutual funds and/or exchange traded funds (“ETFs”) in which we may invest
your assets. These fees and expenses are described in each fund's prospectus.
These fees will generally include a management fee, other fund expenses, and a possible distribution
fee. If the fund also imposes sales charges, a client may pay an initial or deferred sales charge. Our
fees pay for our services in advising you as to the investment of your assets including, among other
things, our assistance in deciding which mutual fund or funds may be most appropriate to your
8 GSEP Wrap Firm Brochure 3.2024
financial condition and objectives. The mutual fund fees and expenses, on the other hand, pay for the
costs of managing and investing the fund’s portfolio of investments. A client could invest in a mutual
fund directly, without our services, but the client would not receive the benefit of our services. Clients
should review both the fees charged by the funds and our fees to fully understand the total amount of
fees to be paid by the client and to thereby evaluate the advisory services being provided. Clients
should also understand that mutual funds offer a variety of share classes, some including fees that
are more expensive than others and some with no fees. The fund prospectus will describe these fees
Mutual funds typically offer multiple share classes available for investment based upon certain
eligibility and/or purchase requirements. For instance, in addition to the more commonly offered retail
mutual fund share classes (typically, Class A, B and C shares), mutual funds may also offer
institutional or advisor share classes (the “lower cost share classes”) or other share classes that are
designed for purchase in an account enrolled in an investment advisory programs (typically, Class I,
“institutional”, “investor” etc.). These lower cost share classes usually have a lower expense ratio than
other share classes. Furthermore, when an account purchases Class A Shares, the firm could receive
from the mutual fund 12b-1 Service/Distribution fees that are charged to you by the mutual fund.
Class I Shares generally are not subject to 12b-1 Service/Distribution fees. Because of the different
expenses of the mutual fund share classes, it is generally more expensive for you to own Class A
Shares than Class I Shares, and because some firms earn additional revenue in connection with the
purchase of Class A Shares in your Account, they have a financial incentive to recommend Class A
Shares for your account even though Class I Shares may be available in the same or a comparable
mutual fund.
GSEP and its advisory representatives typically do not have a financial incentive to recommend or
select share classes that have higher expense ratios because as an investment adviser, GSEP and
its representatives do not collect those fees. The 12b-1 fees are typically retained by the custodian or
broker and do not get forwarded onto the investment adviser. As a guideline, we encourage our IARs
to utilize lower cost share classes, however, clients may still be invested in other higher cost share
classes with higher internal expenses when no lower cost share classes for a particular fund is
available or the client is not eligible for the lower cost share classes due to the inability of the client to
meet the investment minimums or any other restrictions imposed by the custodian.
B.6. ADDITIONAL FEES & EXPENSES
Clients in wrap accounts will not incur separate transaction costs for trades by their custodian.
More information can be found in our separate Wrap Fee Program Brochure.
B.7. COMMISSIONABLE SECURITIES SALES
Representatives of our firm may also be registered representatives are registered representatives
of other broker/dealers, including LPL Financial LLC (“LPL”), member FINRA/SIPC. As such they
are able to accept compensation for the sale of securities or other investment products, including
distribution or service (“trail”) fees from the sale of mutual funds. Clients should be aware that the
practice of accepting commissions for the sale of securities presents a conflict of interest and gives
our firm and/or our representatives an incentive to recommend investment products based on the
compensation received. Our firm generally addresses commissionable sales conflicts that arise
when explaining to clients these sales create an incentive to recommend based on the
compensation to be earned and/or when recommending commissionable mutual funds, explaining
that “no-load” funds are also available. Our firm does not prohibit clients from purchasing
recommended investment products through other unaffiliated brokers or agents
You should be aware that similar advisory services may or may not be available from other registered
(or unregistered) investment advisors for similar or lower fees.
9 GSEP Wrap Firm Brochure 3.2024
B.8. CONFLICTS OF INTERESTS CREATED BY OUR FEE STRUCTURE
Wrap Fee Program Accounts
A wrap fee program allows our clients to pay a specified fee for investment advisory services and
the execution of transactions. The advisory services may include portfolio management and/or
advice concerning selection of other advisers, and the fee is not based directly upon transactions in
your account. Your fee is bundled with our costs for executing transactions in your account(s). This
results in a relatively higher advisory fee to you. We do not charge our clients higher advisory fees
based on their trading activity, but you should be aware that we may have an incentive to limit our
trading activities in your account(s). By participating in a wrap fee program, you may end up paying
more or less than you would through a non-wrap fee program where a lower advisory fee is
charged, but trade execution costs are passed directly through to you by the executing broker.
Recommending Rollovers and Transfers to Golden State
Our firm has an inherent conflict of interest in recommending you rollover or transfer your accounts to
an account managed by GSEP since we have an incentive to generate compensation for the firm.
When we provide investment advice to you regarding your retirement plan account or individual
retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement
Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing
retirement accounts. The way we make money creates some conflicts with your interests, so we
operate under a special rule that requires us to act in your best interest and not put our interest ahead
of yours.
Under this special rule’s provisions, we must:
a) Meet a professional standard of care when making investment recommendations (give
prudent advice);
b) Never put our financial interests ahead of yours when making recommendations (give
loyal advice);
c) Avoid misleading statements about conflicts of interest, fees, and investments;
d) Follow policies and procedures designed to ensure that we give advice that is in your
best interest;
e) Charge no more than is reasonable for our services; and
f) Give you basic information about conflicts of interest.
B.9. REGULATORY ASSETS UNDER MANAGEMENT
As of December 31, 2023, GSEP managed a total of $634,293,374 on a discretionary basis.