Vicus Capital offers investment management services and financial planning to various types of Clients (including but not limited to: individuals, businesses, trusts and employee benefit plan sponsors). Vicus Capital places the utmost priority in safeguarding its Clients’ best interests and places the same priority on its reputation. Vicus Capital personnel and Investment Advisor Representatives (IARs) are expected to conduct themselves with nothing less than honesty, integrity and professionalism. Each service is provided in a written contract between the Client and Vicus Capital and/or the appropriate Third-Party Money Manager. Vicus Capital was originally established as Estate Architects, a Pennsylvania Corporation founded in 1978. In 2001, Estate Architects was renamed PFG Financial Advisors and registered with the Securities and Exchange Commission as a Registered Investment Advisor. On January 1, 2015, the company was renamed Vicus Capital. Vicus Capital is jointly owned and operated by Eric K. Dare and Edward K. Dare, III. Eric K. Dare serves as the President and Chief Executive Officer and Edward K. Dare acts as Executive Vice President. Vicus Capital, through its Investment Advisor Representatives (IAR) or other third-party relationships, offers a variety of advisory services. The services a Client receives are dependent upon the information provided by the Client to the IAR. In order to make appropriate decisions on behalf of the Client, it is important that the Client provide complete and accurate responses to the IAR’s questions about their financial condition, needs and objectives. It is also imperative that the Client inform the IAR or Vicus Capital of any changes in their financial condition, needs or objectives that may affect the Client’s overall goals. Vicus Capital’s Investment Management Programs Clients of Vicus Capital, depending on several factors, may participate in managed accounts, digital advice, or open architecture programs. In such accounts, the Client retains Vicus Capital to provide discretionary or non- discretionary asset management based upon the goals, objectives, and risk tolerance of the Client. Assets in the investment management programs may be held in a brokerage account via Vicus Capital’s arrangement with National Financial Services and Fidelity Brokerage Services (Fidelity) or Charles Schwab & Co. (formerly TD Ameritrade) which provides Vicus Capital and its Clients with brokerage account platform services. Clients are required to sign the appropriate brokerage application and Vicus Capital Investment Management and Client Profile Agreement to open an account. IARs of Vicus Capital introduce and assist Client in establishing a relationship with Vicus Capital. In this capacity, the IAR solicits investment advisor Clients on behalf of Vicus Capital. In addition to the IAR, a third- party Promoter (who is not an IAR of Vicus Capital) may recommend, for a fee, through its investment advisor representatives or employees, prospective investment advisory Clients for Vicus Capital. Elite Advisory Services Division FlexChoice / FlexChoicePro are customized investment programs which allow the Client and/or IAR to have the flexibility to direct underlying investments within predetermined asset allocation guidelines. These programs are available to Vicus Capital’s IARs upon completion of program training and successfully meeting due diligence requirements. Investments may include but are not limited to: Stocks, Mutual Funds, Exchange Traded Products, International Equities, American Depository Receipts (ADRs), Investment Grade Bonds, U.S. Government Bonds, Brokerage CDs, Closed End Funds, Exchange Traded REITs, Structured Products, and High Yield Bonds. Managed Solutions Division If the Client chooses to participate in a program under the Managed Solutions Division, they are choosing to participate in a program that is managed and traded by Vicus Capital’s Investment Management and Research Department. Under the Managed Solutions Division, the IAR or Promoter, as applicable, will gather certain financial and suitability information from Client and forward information to Vicus Capital. The information provided by the Client will include the Client’s investment objectives, risk tolerance, investment restrictions, and other information concerning the Client’s financial situation and needs. The IAR/Promoter will be responsible for discussing the different program options available to the Client, explaining the program to the Client, assisting the Client in establishing the account, contacting the Client for an annual review and communicating any changes to the Client’s circumstances to Vicus Capital. Current programs in this division are listed below. Programs may be added to this division from time to time. Active Income Strategy is an income-focused investment program offering a selection of portfolios with differing target income levels. Portfolios in this program invest primarily in but are not limited to: Mutual Funds and Exchange Traded Products. Vicus Capital/American Funds Dedicated and Focused Strategy is a comprehensive investment program offering a selection of asset allocation strategies. Portfolios in this program invest either a majority (Focused Strategies) or entire (Dedicated Strategies) allocation to mutual funds within the American Funds family of funds. Additional investments in the program may include but are not limited to: Mutual Funds and Exchange Traded Products. Core Bond and Core Plus Bond Strategy is an actively managed investment program that offers a diverse allocation of fixed income securities. Included in the program is the Core Bond Strategy which targets investments in the traditional fixed income universe as well as the Core Plus Bond Strategy which invests in a mix of both traditional and nontraditional fixed income vehicles. Core Opportunity Strategy (CoreOps)™ is a program where Vicus Capital uses a core-satellite investment approach to manage Clients’ asset allocations through the use of both fundamental and technical analysis, including relative strength and momentum analysis. The strategy is designed to purchase investment tracking broad indices, sectors and alternative investments exhibiting favorable risk and return characteristics and/or favorable technical indicators and to avoid investments tracking broad indices, sectors and alternative investments exhibiting unfavorable risk and return characteristics and/or unfavorable technical indicators. This strategy seeks to achieve risk diversification by primarily investing in Fixed Income, U.S. Equities, Equity Sectors, International Equities, American Depository Receipts (ADRs), Currencies, Commodities, and Real Estate via Exchange Traded Products and Mutual Funds. Investments may include but are not limited to Mutual Funds and Exchange Traded Products. Dynamic Fixed Income Strategy is a program that employs technical analysis to tactically manage the portfolio's asset allocation alongside actively managed funds that employ similar tactical fixed income strategies. The strategy is designed to purchase the segments of the fixed income universe that exhibit the greatest upward trend and to avoid the largest downward trend. Investments may include, but are not limited to, mutual funds and exchange traded products. Elements Strategy is an investment program that offers asset allocation strategies to manage account balances below an established amount. When the account balance surpasses the established amount, the account will transfer to the new program as selected by the Client. The Elements Strategy offers a selection of investment allocation strategies with four distinct and separate paths from which the Client can choose. Each path is based upon subsets of investments used in four other programs offered by Vicus Capital: ProSelect™ Exchange Traded Product (ETP), Vicus Capital / American Funds Focused Strategies (AFFS), ESG Strategy, and Faith Based Strategy. Elements ETP - Elements portfolios within the ProSelect™ ETP path offer a selection of asset allocation strategies that invest a majority allocation to exchange traded products. Investments in these strategies may include, but are not limited to: Mutual Funds and Exchange Traded Products. When the account balance surpasses $24,999.99, the account will transfer to the ProSelect™ ETP program described below. Please note that upon transfer into the ProSelect™ program, the account will remain in ProSelect™ regardless of the balance and whether or not it falls below the $24,999.99 threshold. Elements AFFS - Elements portfolios within the Vicus Capital / American Funds Focused Strategies (AFFS) path offer a selection of asset allocation strategies that invest a majority allocation to mutual funds from the American Funds family of funds. Additional investments in the program may include but are not limited to: Mutual Funds and Exchange Traded Products. When the account balance surpasses $24,999.99, the account will transfer to the AFFS program described above. Please note that upon transfer into the AFFS program, the account will remain in AFFS regardless of the balance and whether or not it falls below the $24,999.99 threshold. Elements ESG - Elements portfolios within the ESG Strategy path seek to limit equity ownership in companies with ties to environmental, social, and governance concerns such as, but not limited to the following: weapons, alcohol, gambling, tobacco, firearms, cluster bombs, land mines, and nuclear power. The goal is to align the Client's investment portfolio with the Client's moral concerns. Investments may include but are not limited to: Mutual Funds and Exchange Traded Products. When the account balance surpasses $49,999.99, the account will transfer to the ESG Strategy described below. Please note that upon transfer into the ESG Strategy, the account will remain in ESG regardless of the balance and whether or not it falls below the $49,999.99 threshold. Elements Faith Based - Elements portfolios within the Faith Based Strategy path seeks to limit equity ownership in companies with ties to faith-based concerns such as, but not limited to the following: alcohol, bioethics, gambling, abortion, abortifacients, contraceptives, tobacco, and adult entertainment. The goal is to align the Client's investment portfolio with the Client's moral concerns. Investments may include but are not limited to: Mutual Funds and Exchange Traded Products. When the account balance surpasses $49,999.99, the account will transfer to the Faith Based Strategy described below. Please note that upon transfer into the Faith Based Strategy, the account will remain in the Faith Based Strategy regardless of the balance and whether or not it falls below the $49,999.99 threshold. ESG Focused Core Opportunity Strategy is a program where Vicus Capital uses a core-satellite investment approach to manage Clients’ asset allocations through the use of both fundamental and technical analysis, including relative strength and momentum analysis. The strategy is designed to purchase investments that track broad indices and sectors and alternative investments exhibiting favorable risk and return characteristics and/or favorable technical indicators and to avoid investments tracking broad indices, sectors and alternative investments exhibiting unfavorable risk and return characteristics and/or unfavorable technical indicators. The core of the portfolio also seeks to limit equity ownership in companies with ties to environmental, social, and governance concerns such as, but not limited to the following: weapons, alcohol, gambling, tobacco, firearms, cluster bombs, land mines, and nuclear power. Aligning a portion of the Client's investment portfolio with the Client's moral concerns is a goal of the strategy. Investments may include but are not limited to: Mutual Funds and Exchange Traded Products. ESG Strategy is a portfolio where Vicus Capital seeks to limit equity ownership in companies with ties to environmental, social, and governance concerns such as, but not limited to the following: weapons, alcohol, gambling, tobacco, firearms, cluster bombs, land mines, and nuclear power. The goal is to align the Client's investment portfolio with the Client's moral concerns. Investments may include but are not limited to: Mutual Funds and Exchange Traded Products. Faith Based Strategy is a portfolio where Vicus Capital seeks to limit equity ownership in companies with ties to faith-based concerns such as, but not limited to the following: alcohol, bioethics, gambling, abortion, abortifacients, contraceptives, tobacco, and adult entertainment. The goal is to align the Client's investment portfolio with the Client's moral concerns. Investments may include but are not limited to: Mutual Funds and Exchange Traded Products. Faith Focused Core Opportunity Strategy is a program where Vicus Capital uses a core-satellite investment approach to manage Clients’ asset allocations through the use of both fundamental and technical analysis, including relative strength and momentum analysis. The strategy is designed to purchase investments tracking broad indices, sectors and alternative investments exhibiting favorable risk and return characteristics and/or favorable technical indicators and to avoid investments tracking broad indices, sectors and alternative investments exhibiting unfavorable risk and return characteristics and/or unfavorable technical indicators. The core of the portfolio also seeks to limit equity ownership in companies with ties to faith-based concerns such as, but not limited to the following: alcohol, bioethics, gambling, abortion, abortifacients, contraceptives, tobacco, and adult entertainment. Aligning a portion of the Client's investment portfolio with the Client's moral concerns is the goal of the strategy. Investments may include but are not limited to: Mutual Funds and Exchange Traded Products. Global alphaTrend Strategy (GTS)™ is a program where Vicus Capital employs technical analysis, including relative strength and momentum analysis, to tactically manage the account’s asset allocation. The strategy is designed to purchase the areas of the market exhibiting the greatest upward trend and to avoid the largest downward trend. The strategy seeks to achieve meaningful risk diversification by primarily investing in Fixed Income, U.S. Equities, International Equities, American Depository Receipts (ADRs), Currencies, Commodities, and Real Estate via Exchange Traded Products. Investments may include but are not limited to Mutual Funds and Exchange Traded Products. Liquid Alternative Strategy is an investment strategy that invests in a variety of alternatives investments. These investments are predominantly, but not limited to: Mutual Funds and Exchange Traded Products. ProSelect™ is a comprehensive investment program offering a selection of asset allocation strategies. Investments may include but are not limited to: Mutual Funds, Exchange Traded Products, Investment Grade Bonds, Municipal Bonds, and Brokerage CDs. Protection Focused Strategy is an investment strategy that invests in a variety of fixed income securities, focusing on shorter duration securities. These investments are predominantly, but not limited to, Mutual Funds and Exchange Traded Products. US Equity Factors Strategy is an investment strategy that primarily utilizes a mix of actively managed securities and factor based or “smart beta” securities to allocate across the domestic equity universe. Managed Separate Accounts Division Vicus Dynamic Core is a strategy that seeks to generate long-term capital appreciation by identifying and investing in a specific group of stocks within domestic large cap equity. Stocks are selected via a multi-factor model that uses a combination of fundamental and technical analysis. This strategy generally invests in 25-30 individual equities. Vicus Mega Cap Momentum is a strategy that seeks to generate long-term capital appreciation by identifying and investing in a specific group of stocks within domestic large cap equity. Stocks are selected via relative strength momentum analysis. This strategy generally invests in 25-30 individual equities. Vicus U.S. Active Rotation is a strategy that seeks to generate long-term capital appreciation by identifying and investing in a specific group of stocks within domestic equity. Stocks are selected from a group of sectors and subsectors, which are determined by applying identical processes and methodology used in our tactical Global alphaTrend Strategy™, including relative strength momentum analysis. This strategy generally invests in 25-30 individual equities and is not limited to stocks of large cap companies. Vicus U.S. Value is a strategy that seeks to generate long-term capital appreciation by identifying and investing in a specific group of stocks within domestic large cap equity. Stocks are selected via a multi-factor model that uses a combination of fundamental and technical analysis and contains a tilt towards the value style. This strategy generally invests in 25-30 individual equities. Custom Solutions Division 401(k) Account Management for Participants (AMP) program manages Client's retirement accounts. Investment allocation targets are based on Client's risk tolerance and investment needs. Available asset classes, asset types, and security selection vary by retirement plan, recordkeeper, and custodian. Vicus Capital uses a third-party platform to facilitate management of held away assets. Vicus Capital does not have direct access to Client log-in credentials. Vicus is not affiliated with the platform in any way and receives no compensation from them for using their platform. A link will be provided to the Client allowing them to connect an account to the platform. Once the Client account is connected to the platform, Vicus will review the current account allocations and manage the account based on the risk tolerance, and investment goals of the client. Fusion Managed Program includes a selection of investment programs offered by Vicus Capital. Client has the ability to select multiple investment programs for inclusion in their account. Each available investment program features various asset allocation strategies and defined objectives. Client can reference the Investment Strategy Plan for details related to the asset allocations and objectives of the investment programs selected. Investments in these programs may include, but are not limited to: Stocks, Mutual Funds, Exchange Traded Products, International Equities, American Depository Receipts (ADRs), Investment Grade Bonds, US Government Bonds, Brokerage CDs, Closed End Funds, Exchange Traded REITs, Structured Products, Separately Managed Accounts (which includes third party investment managers), High Yield Bonds, and Alternative Investments. Managed Money Market Solution provides investors with an opportunity to invest assets in a money market fund while incorporating short-term savings accumulation or an emergency fund into the Client’s overall wealth plan. Private Client Strategies (PCS)™ is an investment management program which allows Client and/or IAR/Promoter to help direct a portion of the underlying investments within a customized allocation strategy. Investments may include but are not limited to: Stocks, Mutual Funds, Exchange Traded Products, International Equities, American Depository Receipts (ADRs), Investment Grade Bonds, U.S. Government Bonds, Brokerage CDs, Closed End Funds, Exchange Traded REITs, Structured Products, Separately Managed Accounts (which includes third party investment managers), High Yield Bonds, Options, and Alternative Investments. In certain situations and for specific asset classes, Vicus Capital will recommend to Client, or exercise discretion in Client’s account, to allocate a portion of Client’s investment portfolio

in a Separately Managed Account (SMA) within the PCS program. Dependent upon the relationship and structure of the SMA, Vicus Capital will either enter into a Sub-Advisory Agreement with the SMA manager or the Client may sign an Agreement directly with the SMA Manager. Vicus Capital conducts due diligence of recommended SMA and monitors the performance relative to the designated asset class. Vicus Capital also acts as the intermediary between the SMA and the Client. Services and fees of the SMA are detailed in their specific ADV Part 2A which is provided to the Client. Associated trading costs are discussed in detail in the following Fees and Compensation section of this document. Digital Advice Vicus 24/7 is a digital advice program that provides Clients the opportunity to directly invest in portfolios managed by Vicus Capital by completing the account opening process online, located at www.vicus247.com. Vicus 24/7 is solely a portfolio management service and does not incorporate access to certain Program offerings and other services that may be otherwise offered by Vicus Capital including, but not limited to custom portfolio strategies and tax management. Generally, portfolios consist of mutual funds, exchange traded products and money market funds. Client’s specific portfolio composition is dependent on the Client responses provided within the program. All digital advice accounts are custodied at Schwab. Fee-Based Annuity Program Vicus Capital’s Fee-Based annuity program provides investment advisory services, including the selection, management, and monitoring of the Annuity investment sub-accounts, to Clients using fee-based annuity contracts. An annuity contract is an insurance contract between a purchaser and insurance carrier. If appropriate, the Client can purchase an annuity that allows the Client to allocate his/her assets to certain investment funds which are considered to be sub-accounts that the insurance carrier has designated as eligible investments for the annuity assets. Clients authorize Vicus Capital to monitor and manage their annuity assets by allocating among the various sub-accounts consistent with the Client’s stated investment objective(s). Vicus Capital’s Fee-Based Annuity Program features an array of fee-based annuity solutions from established industry leaders. The Client chooses to have Vicus Capital assist in the selection of Client's fee-based annuity contract as well as the management and on-going monitoring of the sub-accounts or investments held within the annuity. Managers Direct Managers Direct is an investment program offered by Vicus Capital which uses model portfolios managed by investment firms which are not affiliated with nor controlled by Vicus Capital. Model portfolios included in the program vary in terms of strategy and underlying investment vehicles. Via this program, Vicus Capital serves in a model delivery capacity. Each outside firm is responsible for the construction and ongoing investment recommendations of their respective model portfolios. All model changes are provided to Vicus Capital which, in turn, places the necessary trades to reflect the updated model allocation. Investments may include but are not limited to: Mutual Funds and Exchange Traded Products. Retirement Plan Division Retirement Plan Services Vicus Capital provides consulting and advisory services, either in the form of Employee Retirement Income Security Act (ERISA) Section(s) 3(38) or 3(21) fiduciary services to employers or plan sponsors for the benefit of its employee retirement plan. Some of the services available are: 1) Creating the Investment Policy Statement: Vicus Capital can assist the Client in developing a formal, written Investment Policy Statement (“IPS”) or it can review and recommend amendments to the Client relating to the existing IPS. The IPS may contain the standards and processes for selecting and monitoring Plan investments, and will set forth a number of general investment options and asset class categories to be offered to Plan participants with a goal of providing a menu of investments that will allow for the creation of well-diversified portfolios through a mix of equity and fixed income exposures.
2) Plan Investment Selection and Monitoring: Vicus Capital can review the investment options available through the Plan and provide recommendations to the Client to assist the Client in selecting the investments to be offered to Plan participants, including the Plan’s Qualified Default Investment Alternatives (QDIA) if applicable, that meet the criteria set forth in the Plan’s IPS that has been approved by the Client. Vicus Capital will provide reports on a regular basis that are designed to assist the Client in monitoring the investment options and will provide recommendations to assist the Client in removing and replacing investments that no longer meet the IPS criteria.
3) Model Portfolios: Vicus Capital can advise Client with regard to the design and maintenance of risk- based Model Portfolios. Vicus Capital will monitor the plan investment options of the Model Portfolios and underlying investments. Dependent on the contractual relationship, Vicus Capital will either immediately implement or recommend the replacement of any investment selection as appropriate.
Details of the specific obligations of Vicus Capital will be provided in the Retirement Plan Consulting Agreement between the Client and Vicus Capital. Vicus Capital does not provide record keeping, custodian or Third-Party Administrator (TPA) services for the employer or plan sponsor. The employer or plan sponsor will choose providers for these services. Advice and/or models provided by Vicus Capital is dependent on the TPA, record keeper, and/or custodian chosen by employer or plan sponsor, not Vicus Capital. Third Party Money Manager Programs Vicus Capital has agreements with certain Third-Party Money Managers (“TPMM”) that allow Clients the opportunity to have their portfolios managed by outside money managers. Through the TPMM access, the portfolios are generally managed by the outside manager on a discretionary basis and they may consist of a variety of securities types. Vicus Capital is not the sponsor nor money manager of the TPMM. Vicus Capital may act either in a Co-Advisor or Solicitor/Promoter capacity when it offers TPMM programs to Clients. Solicitor/Promoter: Under some programs Vicus Capital generally introduces Clients to TPMMs that offer advisory products and services. Vicus Capital normally acts as a Solicitor/Promoter whereby a Client is referred to a TPMM who will provide all of the advisory services under the program to the Client. In return for the referral, Vicus Capital and the IAR will receive a fee related to the assets transferred to the TPMM. Vicus Capital through its IAR will provide the Client with the appropriate disclosure of these solicitation arrangements. In these Solicitor/Promoter arrangements, the IAR will conduct an initial meeting with each potential advisory Client. During this meeting, the Client and the IAR discuss the Client's financial situation, personal goals and objectives, and risk tolerance/investment style. The IAR may determine that the Client is suitable for one or more programs and assist the Client in selecting a particular program. The IAR also assists the Client in completing a Client profile or similar document and, if applicable, the documents to open the account with the selected investment manager. The terms of the Client's relationship with the investment manager and the IAR will vary depending on which investment manager's program is chosen. Depending on the program selected, the IAR may perform one or more of the following services:
• Assist in the selection of funds and/or models
• Periodically review the Client's account
• Relay changes in the Client's financial circumstances and objectives to the TPMM
• Provide advice regarding the Client's portfolio Co-Advisor: Under a co-advisor relationship, Vicus Capital is jointly responsible for the management of the account. The IAR is responsible for assisting the Client with completing the investor profile information and assisting in determining which TPMM strategy is appropriate, in addition to responsibilities of periodic review of Client’s account and relaying the changes of Client’s financial circumstances and financial objectives. It is important for the Client to review all documents provided to them on behalf of the TPMM. Third-Party Access to Vicus Capital Primary Advisor Engagements. Vicus Capital can serve as a co-advisor or investment advisor with the Client’s primary investment advisor (the “Primary Advisor”). In such engagements, the Primary Advisor maintains both the initial and ongoing day-to-day relationship with the underlying Client, including initial and ongoing determination of Client’s best interest for Vicus Capital’s designated investment strategies. If the Client is introduced to Vicus Capital through the Client’s Primary Advisor (i.e., broker or advisor), the Client shall be requested to acknowledge and agree that: (1) at all times, the Primary Advisor shall serve as the Client’s primary investment professional, and shall be responsible for: (a) assisting Client in determining the initial and ongoing suitability for Vicus Capital’s investment portfolios and/or strategies. Vicus Capital’s only obligation shall be to manage the assets consistent with the designated investment strategy; and (b) for receiving/ascertaining Client’s directions, notices, and instructions, and forwarding them to Vicus Capital in writing. Vicus Capital shall be entitled to rely upon any such direction, notice, or instruction until it has been duly advised in writing of changes therein. Vicus Capital shall have no responsibility to the Client for the failure of the Primary Advisor to timely receive/ascertain/forward/communicate any and all such directions, notices, and instructions; (2) Vicus Capital is permitted to share account-related information with the Primary Advisor until such time as Client notifies Vicus Capital, in writing, to the contrary; and (3) if Vicus Capital is directed to effect account transactions though a specific broker-dealer/custodian, Vicus Capital will be unable to negotiate commissions and/or transaction costs, and/or seek better execution. As a result, the Client may pay higher commissions or other transaction costs or greater spreads, or receive less favorable net prices, on transactions for the account than would otherwise be the case through alternative brokerage/custody arrangement. Higher transaction costs adversely impact account performance. Financial Planning Vicus Capital IARs can provide individualized financial planning services to Clients, either on an hourly, recurring or one-time fixed fee basis. The Financial Plan may be for a portion of the overall financial needs of the Client or a completed comprehensive plan of the Client’s entire needs which may include analysis of investable assets, college planning, income tax planning, retirement planning as well as insurance needs. The scope of the services and extent of the analysis is based on the goals and request of the Client which is gathered in meetings with the IAR. Vicus Capital may come into possession of private, non-public information concerning Client. As such, Vicus Capital may use a third-party service to collect, store, and analyze client’s private, non-public information to execute services. All information shall be treated as confidential in accordance with Vicus Capital’s Client Privacy Statement. Advisory Services Tailored to Client All advisory services are required to be tailored to the individual needs of the Client. IARs will determine and gather necessary data during Client meetings. Such data may include: Client’s current financial situation, Client’s personal goals and objectives, tolerance for risk and investment style of the Client. This information can be gathered in various forms, including conversations between the Client and IAR, and/or the Client completing questionnaires to assess tolerance of investment risk, or other questionnaires when appropriate. Clients can impose restrictions on specific securities or types of securities in certain programs. IARs will honor this restriction by documenting the Client’s file. Clients should communicate the request for restriction to the IAR or Vicus Capital. Wrap Fee Program Vicus Capital does not participate in a wrap fee program. Client Assets Managed As of December 31, 2023, Vicus Capital manages $2,101,622,640 on a discretionary basis; and, $833,158,615 is managed on a non-discretionary basis. MISCELLANEOUS Retirement Rollovers-Potential for Conflict of Interest: A Client or prospective Client leaving an employer typically has four options regarding an existing retirement plan (and may engage in a combination of these options): (i) leave the money in the former employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is available and rollovers are permitted, (iii) roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the account value (which could, depending upon the Client’s age, result in adverse tax consequences). If Vicus Capital recommends that a Client roll over their retirement plan assets into an account to be managed by Vicus Capital, such a recommendation creates a conflict of interest if Vicus Capital will earn new (or increase its current) compensation as a result of the rollover. When acting in such capacity, Vicus Capital serves as a fiduciary under the Employee Retirement Income Security Act (ERISA), or the Internal Revenue Code, or both. No Client is under any obligation to rollover retirement plan assets to an account managed by Vicus Capital. Vicus Capital’s Chief Compliance Officer, Kimberli J. Casner, Esq., remains available to address any questions that a Client or prospective Client may have regarding the potential for conflict of interest presented by such rollover recommendation. Fiduciary Obligation. When Vicus Capital provides investment advice to its Clients regarding their retirement plan accounts or individual retirement accounts, Vicus Capital and its IARs are acting as 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 Vicus Capital makes money creates some conflicts with Client’s interests, so Vicus Capital operates under a special rule that requires us to act in the Client’s best interest and put the Client’s interest ahead of Vicus Capital and its IARs. Under this special rule's provisions, Vicus Capital and its IARs must: - Meet a professional standard of care when making investment recommendations; - Never put its financial interests ahead of Client’s when making recommendations; - Avoid misleading statements about conflicts of interest, fees, and investments; - Follow policies and procedures designed to ensure that we give advice that is in client’s best interest; - Charge no more than is reasonable for its services; and - Give Clients basic information about conflicts of interest.
Financial Planning and Non-Investment Consulting/Implementation Services. To the extent requested by the Client and based on IAR qualifications, Vicus Capital could provide consulting services regarding non- investment related matters, such as estate planning, tax planning, insurance, etc. Vicus Capital is not a law firm, accounting firm or insurance agency, and no portion of Vicus Capital’s services should be construed as same. To the extent requested by a Client, Vicus Capital can recommend the services of other professionals for certain non-investment implementation purposes (i.e., attorneys, accountants, insurance, etc.), including representatives of Vicus Capital in their separate registered/licensed capacities as registered representatives of a FINRA member Broker Dealer, currently Cetera Advisor Networks, and/or as licensed insurance agents. The Client is under no obligation to engage the services of any such recommended professional. The Client retains absolute discretion over all such implementation decisions and is free to accept or reject any recommendation from Vicus Capital. A conflict exists as the IAR may act in its role as dictated by a Financial Planning Agreement but as a result of the plan may act in its capacity as a registered representative or IAR. In conjunction with the services provided by selected financial planning and data aggregation software, Vicus Capital can provide a Client with electronic access to all of the Client’s investment assets, including those investment assets that are not part of the assets that Vicus Capital manages (the “Excluded Assets”). The Client and/or his/her/its other advisors that maintain trading authority, and not us, shall be exclusively responsible for the investment performance of the Excluded Assets. The Client can engage Vicus Capital to manage the Excluded Assets pursuant to the terms and conditions of the Investment Management Agreement between Vicus Capital and the Client. Certain Vicus Capital IARs may be licensed attorneys and CPAs, and in such separate individual professional capacities may provide legal or accounting services pursuant to the terms and conditions of a separate engagement. The engagement of Vicus Capital for advisory services is separate and apart from any engagement for legal or accounting services and no engagement of Vicus Capital creates an attorney-Client or CPA-Client relationship. If the Client engages any such recommended professional, and a dispute arises thereafter relative to such engagement, the Client recourse is exclusively from and against the engaged professional. Please Also Note: It remains the Client’s responsibility to promptly notify Vicus Capital if there is ever any change in his/her/its financial situation or investment objectives for the purpose of reviewing/evaluating/revising Vicus Capital’s previous recommendations and/or services. Client Obligations. In performing its services, Vicus Capital shall not be required to verify any information received from the Client or from the Client’s other professionals, and is expressly authorized to rely thereon. Moreover, each Client is advised that it remains his/her/its responsibility to promptly notify Vicus Capital if there is ever any change in his/her/its financial situation or investment objectives for the purpose of reviewing/evaluating/revising Vicus Capital’s previous recommendations and/or services. Non-Discretionary Service Limitations. Clients that engage Vicus Capital on a non-discretionary investment advisory basis must be willing to accept that Vicus Capital cannot affect any account transactions without obtaining prior consent to any such transaction(s) from the Client. Thus, in the event that Vicus Capital would like to make a transaction for a Client's account (including in the event of an individual holding or general market correction), and the Client is unavailable, Vicus Capital will be unable to affect the account transaction(s) without first obtaining the Client’s consent. Use of Mutual and Exchange Traded Funds: Most mutual funds and exchange traded funds are available directly to the public. Thus, a prospective Client can obtain many of the funds that may be used by Vicus Capital independent of engaging Vicus Capital as an investment advisor. However, if a prospective Client determines to do so, he/she/it will not receive Vicus Capital’s initial and ongoing investment advisory services. Vicus Capital’s Chief Compliance Officer, Kimberli J. Casner, Esq., remains available to address any questions that a Client or prospective Client may have regarding the above.