Bates Financial Advisors, Inc. is an SEC-registered investment adviser with its principal place of business located in Illinois. Bates Financial Advisors, Inc. began conducting business in 1984. Bates Financial Advisors, Inc is owned 100% by George E. Bates, its founder. Bates Financial Advisors, Inc. offers the following advisory services to our clients: INVESTMENT PORTFOLIO MANAGEMENT Our firm provides non-continuous asset management of client funds based on the individual needs of the client. Through personal discussions in which goals and objectives based on the client's particular circumstances are established, we develop the client's personal investment policy. We create and manage a portfolio based on that policy. During our data-gathering process, we determine the client's individual objectives, time horizons, risk tolerance, and liquidity needs. As appropriate, we may also review and discuss a client's prior investment history, as well as family composition and background. We manage these advisory accounts on a discretionary or non-discretionary basis. Account supervision is guided by the client's stated objectives (i.e., maximum capital appreciation, growth, income, or growth and income), as well as tax considerations. Clients may impose reasonable restrictions on investing in certain securities, types of securities, or industry sectors. Once the client's portfolio has been established, we review the portfolio at least annually, and if necessary, suggest or implement changes to the portfolio based on the client's needs. Our investment recommendations are not limited to any specific product or service offered by a broker- dealer or insurance company and will generally include advice regarding the following securities:
• Mutual fund shares
• Money market accounts or cash equivalents
• United States governmental securities
• Certificates of deposit
• Variable life insurance
• Variable annuities
• 529 plans
• Other Because some types of investments involve certain additional degrees of risk, they will only be recommended when consistent with the client's stated investment objectives, tolerance for risk, liquidity and suitability. Retirement Plan Rollover Recommendations When we provide investment advice about your retirement plan account or individual retirement account (“IRA”) including whether to maintain investments and/or proceeds in the retirement plan account roll over such investments from the retirement plan account to an IRA or make a distribution from the retirement plan account, we acknowledge that the firm is a “fiduciary” within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal Revenue Code as applicable. The way that the firm makes money creates conflicts with your interests so the firm operates under a special rule that requires that firm to act in your best interest and not put our interests ahead of yours. Under this special rule’s provisions, the firm must act as a fiduciary to a retirement plan account or IRA under ERISA/the Internal Revenue Code by:
• Meeting a professional standard of care when making investment recommendations (i.e., give prudent advice);
• Never putting the interests of the firm ahead of you when making recommendations (i.e., give loyal advice);
• Avoiding misleading statements about conflicts of interest, fees, and investments;
• Following policies and procedures designed to ensure that the firm gives advice that is in your best interest;
• Charging no more than is reasonable for the services of the firm; and
• Giving you basic information about any conflicts of interest. To the extent that we recommend that you roll over your account to an account managed by the firm, please know that the firm and its investment advisor representatives have an inherent conflict of interest. Increased investment advisory fees may be earned by recommending that you roll over your account to an account managed by the firm. We will earn fewer investment advisory fees if you do not roll over the funds to an account managed by the firm. Thus, our investment advisor representatives have an economic incentive to recommend a rollover of funds to an account managed by the firm which is a conflict of interest because our recommendation that you open the account to be managed by the firm can be based on our economic incentive and not based exclusively on whether or not moving the funds is in your overall best interest. We have taken steps to manage this conflict of interest. We have adopted an impartial conduct standard whereby our investment adviser representatives will (i) provide investment advice to a retirement plan participant regarding a rollover of funds from the retirement plan in accordance with the fiduciary status described below, (ii) not recommend investments which result in the firm receiving unreasonable compensation related to the rollover of funds, and (iii) fully disclose compensation received by the firm and our supervised persons and any material conflicts of interest related to recommending the rollover of funds and refrain from making any materially misleading statements regarding such rollover. When providing advice to your regarding a rollover, our investment adviser representatives will act with the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent person acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims, based on the investment objectives, risk, tolerance, financial circumstances, and a client’s needs, without regard to the financial or other interests of the firm or our affiliated personnel. We are affiliated with Bates Securities, Inc., a registered broker-dealer, through common control and

ownership. Persons providing investment advice on behalf of our firm are also registered representatives with the broker-dealer. In their capacity as registered representatives, these persons will receive commission-based compensation in connection with the purchase and sale of securities, including 12b-1 fees for the sale of investment company products. Compensation earned by these persons in their capacities as registered representatives is separate from our advisory fees. This practice presents a conflict of interest because persons providing investment advice on behalf of our firm who are registered representatives have an incentive to effect securities transactions for the purpose of generating commissions rather than solely based on your needs. Persons providing investment advice on behalf of our firm may be licensed as insurance agents. These persons will earn commission-based compensation for selling insurance products, including insurance products they sell to you. Insurance commissions earned by these persons are separate from our advisory fees. See the Fees and Compensation section in this brochure for more information on the compensation received by insurance agents who are affiliated with our firm. This affiliated firm is otherwise regulated by the professional organizations to which it belongs and must comply with the rules of those organizations. These rules may prohibit paying or receiving referral fees to or from investment advisers that are not members of the same organization. In addition to these commissions/fees, opening an investment account carries with it costs beyond the advisory fee(s) the firm charges. When placing a transaction order to buy or sell securities, advisory clients may have to pay any or all of the following charges in addition to the advisory fees charged by this firm:
• Brokerage commissions
• Custodian fees
• Postage charges
• Processing charges
• Ticket charges
• Early surrender fees
• Transfer fees
• Administrative fees for investments in mutual funds;
• Account maintenance fees charged by a broker dealer for an account, especially if inactive;
• Third party administrator (“TPA”) and record keeping fees FINANCIAL PLANNING We provide financial planning services. Financial planning is a comprehensive evaluation of a client's current and future financial state by using currently known variables to predict future cash flows, asset values and withdrawal plans. Through the financial planning process, all questions, information and analysis are considered as they impact and are impacted by the entire financial and life situation of the client. Clients purchasing this service may receive a written report which provides the client with a detailed financial plan designed to assist the client achieve his or her financial goals and objectives. In general, the financial plan may address any or all of the following areas: PERSONAL: We review family records, budgeting, personal liability, estate information and financial goals. TAX & CASH FLOW: We analyze the client's income tax and spending and planning for past, current and future years; then illustrate the impact of various investments on the client's current income tax and future tax liability. INVESTMENTS: We analyze investment alternatives and their effect on the client's portfolio. INSURANCE: We review the adequacy of specific types of insurance coverage, which will not include the client's medical, long-term, property or casualty policies, such as homeowners and automobile policies. RETIREMENT: We analyze current strategies and investment plans to help the client achieve his or her retirement goals. DEATH & DISABILITY: We review the client's cash needs at death, income needs of surviving dependents, estate planning and disability income. ESTATE: We assist the client in assessing and developing long-term strategies, including as appropriate, living trusts, wills, review estate tax, powers of attorney, asset protection plans, nursing homes, Medicaid and elder law. We garner relevant client information through in-depth personal interviews. Such information may include the client's current financial status, tax status, future goals, returns, objectives and attitudes towards risk. We carefully review documents supplied by the client, including any questionnaire completed by the client, and may prepare a written report. Should the client choose to implement the recommendations contained in the plan, we suggest the client work closely with his/her attorney, accountant, insurance agent, and/or stockbroker. Implementation of financial plan recommendations is entirely at the client's discretion. We also provide general non-securities advice on topics that may include tax and budgetary planning, estate planning and business planning. Typically, the financial plan is presented to the client within six months of the contract date, provided that all information needed to prepare the financial plan has been promptly provided. Financial Planning recommendations are not limited to any specific product or service offered by a broker-dealer or insurance company. CONSULTING SERVICES Clients can also receive investment advice on a more focused basis. This may include advice on only an isolated area(s) of concern such as estate planning, retirement planning, or any other specific topic. We also provide specific consultation and administrative services regarding investment and financial concerns of the client. Consulting recommendations are not limited to any specific product or service offered by a broker- dealer or insurance company. AMOUNT OF MANAGED ASSETS As of December 31, 2023, we actively manage $421,946,780 of clients' assets on a discretionary basis and $8,456,249.33 of clients' assets on a non-discretionary basis.