Who We Are
Cetera Investment Advisers LLC (the “Firm”) is an investment adviser registered with the Securities and Exchange Commission (SEC)
and provides investment advisory services designed to help clients fulfill their financial goals. The Firm conducts business throughout the
United States through investment adviser representatives (“Financial Advisors” or “Advisors”) who are independent contractors registered
with the Firm.
As of December 31, 2023, Cetera Investment Advisers had $104,468,595,110 in assets under management, of which $78,383,706,781
was managed on a discretionary basis and $26,084,888,330 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, LLC and GC Three Holdings, LLC. 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 Investment Advisers depend largely on the personal information the client provides
to the Advisor. For Cetera Investment Advisers 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.
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.
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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.
Minimum Account Opening Balance
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.
Important Note about Wrap Fee Programs
Most third-party money management programs (TPMM), as well as all of the Firm-Sponsored programs, 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.
There is no guarantee that the advisory services offered under the wrap fee programs will result in your goals and objectives being met.
Nor is there any guarantee of profit or protection from loss. No assumption can be made that an advisory fee arrangement or portfolio
management service of any nature will provide a better return than other investment vehicles. Wrap-fee programs are not suitable for
all investment needs, and any decision to participate in a wrap fee program should be based on your financial situation, investment
objectives, tolerance for risk, and investment time horizon, among other considerations. The benefits under a wrap fee program depend,
in part, upon the size of the account and the number of transactions likely to be generated. For accounts with little to no trading activity,
a wrap-fee program may not be suitable because the wrap account fees could be higher than fees in a traditional brokerage or advisory
account. You should evaluate the total cost for a wrap-fee account vs. the cost of participating in another program or account. Please see