ESTATE COUNSELORS, LLC

Estate Counselors, LLC d/b/a: The Milwaukee Company 414 N. Main Street Thiensville, WI 53092 Phone (262) 238-6980 Fax (262) 333-3209 www.themilwaukeecompany.com firm@themilwaukeecompany.com March 3, 2025 FORM ADV PART 2A BROCHURE This Brochure provides information about the qualifications and business practices of Estate Counselors, LLC which is doing business as The Milwaukee Company (and hereinafter referred to simply as "The Milwaukee Company"). If you have any questions about the contents of this Brochure, please contact us at (262) 238-6980 or at firm@themilwaukeecompany.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Additional information about The Milwaukee Company is also available on the SEC's website at www.adviserinfo.sec.gov. The searchable IARD/CRD number for The Milwaukee Company is 123452. The Milwaukee Company is a Registered Investment Advisor. Registration with the United States Securities and Exchange Commission or any state securities authority does not imply a certain level of skill or training. Communications between The Milwaukee Company and its clients are not covered by the attorney- client privilege, and may be discoverable by third-parties. All such communications are, however, covered by The Milwaukee Company's privacy policy, a copy of which is available upon request. 1  Item 2 Summary of Material Changes Form ADV Part 2 requires registered investment advisors to amend their brochure when information becomes materially inaccurate. If there are any material changes to an advisor's disclosure brochure, the advisor is required to notify you and provide you with a description of the material changes. Since the filing of our annual updating amendment dated March 21, 2024, we have the following material changes to report: 1. Jacob A. Willms is the trustee to the Andrew J. and Linda S. Willms Trust. Please refer to Item 4 of the Form ADV Part 2A for additional information on the ownership of the firm. 2. Item 8 of the Form ADV Part 2A has been amended to reflect our current investment strategies. Please refer to Item 8 for additional information. 3. Persons associated with our firm no longer serve as trustee as a result of a non-family or non- personal relationship with the trust grantor and/or beneficiary and as a result of employment with our firm. Therefore, we no longer are considered to have Custody, nor will a surprise annual audit need to be performed. Item 15 of the Form ADV Part 2A has been amended accordingly. 2  Item 3 Table Of Contents Item 1 Cover Page Item 2 Summary of Material Changes Item 3 Table Of Contents Item 4 Advisory Business Item 5 Fees and Compensation Item 6 Performance-Based Fees and Side-By-Side Management Item 7 Types of Clients Item 8 Methods of Analysis, Investment Strategies and Risk of Loss Item 9 Disciplinary Information Item 10 Other Financial Industry Activities and Affiliations Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Item 12 Brokerage Practices Item 13 Review of Accounts Item 14 Client Referrals and Other Compensation Item 15 Custody Item 16 Investment Discretion Item 17 Voting Client Securities Item 18 Financial Information Item 19 Requirements for State Registered Advisors Item 20 Additional Information Page 1 Page 2 Page 3 Page 4 Page 6 Page 8 Page 8 Page 8 Page 18 Page 18 Page 18 Page 19 Page 20 Page 20 Page 21 Page 21 Page 22 Page 23 Page 23 Page 23 3  Item 4 Advisory Business Description of Services and Fees Estate Counselors, LLC d/b/a The Milwaukee Company is a registered investment advisor based in Thiensville, Wisconsin. We are organized as a limited liability company under the laws of the State of Wisconsin. We have been providing investment advisory services since 2004, formerly under the name of Willms, S.C. and since January 20, 2010 as Estate Counselors, LLC. In August 2018, we began doing business as The Milwaukee Company. The Milwaukee Company is owned by the Emily M. Willms Family Trust, the Jacob A. Willms Family Trust, the Michael R. Willms Family Trust, and the Andrew J. and Linda S. Willms Trust. Jacob A. Willms is the trustee to the Emily M. Willms Family Trust, the Jacob A. Willms Family Trust, the Michael R. Willms Family Trust and the Andrew J. and Linda S. Willms Trust. Andrew J. Willms and Linda S. Willms are trustees to the Andrew J. and Linda S. Willms Trust. A description of our services and fees follows. As used in this Brochure, the words "we", "our", and "us" refer to The Milwaukee Company and the words "you", "your", and "client" refer to clients and prospective clients of our Firm. "Associated Persons" refers to our Firm's officers, employees, and all individuals providing investment advice on behalf of our Firm. The Milwaukee Company is committed to always placing our client's interests first, to giving advice that is not based on our opinions but rather on peer-reviewed academic research, and to providing a high level of personalized client service. Investment Approach The Milwaukee Company is an independent financial advisory firm that offers portfolio management services to individuals, trusts, investment entities, and charitable organizations. The Milwaukee Company utilizes proprietary, rules-based investment strategies based on extensive academic research and theory that tactically adapt client portfolios to reflect changes in economic and market conditions in an effort to enhance risk-adjusted rates of return and reduce portfolio volatility. We believe that over the long-term, investment results are optimized by developing strategically diversified portfolios consisting of low-cost index-based exchange-traded funds ("ETFs") that are monitored over time, periodically rebalanced, and adjusted using proprietary quantitative models that adapt client portfolios to reflect changes in the securities markets and the economy. A description of each of our investment strategies is available upon request, or can be found at our website: www.themilwaukeecompany.com. The Milwaukee Company also monitors a wide array of well-accepted capital market risk signals and economic indicators for signs of exceptional conditions. In that event we may make discretionary adjustments to our clients' portfolios in addition to those directed by our rules-based strategies. As part of our portfolio management services, we may use one or more sub-advisors to manage a portion of your account on a discretionary basis. Through the advisory agreement you sign with us, we are authorized to delegate some or all of our investment-related rights, powers and duties to sub- advisors. We will only engage a sub-advisor if (i) we believe that the sub-advisor and the investment strategies to be utilized thereby is in your best interests and are consistent with your Investment Policy Statement; and (ii) the sub-advisor is a registered investment advisor under the Investment Advisor's Act of 1940. We will provide you with a copy of the sub-advisor's then-current Form ADV, Part 2B prior to submitting your account to the sub-advisor for management. The sub-advisor(s) may use one or more of their model portfolios to manage your account. We will regularly monitor the performance of 4  your accounts managed by the sub-advisor(s) and, may hire and terminate any sub-advisor without your prior approval. We may pay a portion of our advisory fee to the sub-adviser(s) we use; however, you will not pay our firm a higher advisory fee as a result of any sub-advisory relationships. While our investment approach is intended to tailor our client's portfolios to their personal risk tolerance, there is no guarantee that the investments we recommend, or the stock market generally, will perform in the future as they have in the past. As a result, even though a portfolio is intended to result in a certain level of risk, the actual volatility experienced in the account's value may be greater or less than anticipated. Exchange Traded Fund Adviser Services We serve as the Adviser to ETF SERIES SOLUTIONS (the "Trust") on behalf of the series The Brinsmere Fund – Growth ETF ("Fund") and The Brinsmere Fund – Conservative ETF ("Fund"). For more information, including investment objectives, risks, charges, and expenses, please read the Funds' prospectus and summary prospectuses (collectively, "prospectuses"), statement of additional information, and other reports to shareholders for complete disclosures relating to the Funds before investing. Refer to the Investment Discretion section below for additional disclosures on our discretionary authority. Securities held in separate accounts may also be the same securities as those purchased by the Fund. Financial Planning and Consulting Services We offer financial planning and consulting services to help our clients determine and achieve their long-term financial goals. These services include (but are not limited to): Income tax, retirement, and estate planning. • Review of client's assets and liabilities. • Assessment of client's risk tolerance and investment objectives. • Consideration of client's investments and asset allocation. • Risk management and insurance planning. • • Plan implementation. We then provide an executive summary, highlighting the plan of action we recommend, which clients may implement or reject as they deem appropriate in their discretion. Financial planning recommendations are based on information provided to us regarding a client's current financial situation. Therefore, clients are strongly encouraged to notify us if his/her financial situation, goals, objectives or needs change. Assumptions may be made with respect to interest rates, inflation rates, and more when formulating our recommendations. In addition, we may make use of historical data pertaining to past trends and performance of the market and economy and the like. It is important to recognize that past performance may not be indicative of future performance, and that we cannot guarantee or promise that a client's objectives and goals will be met. As part of our financial planning services, we may suggest clients retain third-party service providers such as an attorney, accountant, bookkeeper or insurance agent. We are not compensated in any way for third-party referrals, and all such suggestions are subject to the client's approval and consent. Clients are under no obligation to use any service provider recommended by us. 5  The Milwaukee Company can provide strategic and tactical advisory consulting and concierge services to our high-net-worth clients. We may also refer attorneys, accountants, bookkeepers, insurance agents and other third-party service providers to our clients. We are not compensated in any way for third-party referrals, and all such suggestions are subject to the client's approval and consent. Clients are under no obligation to use any service provider recommended by us. Types of Investments As mentioned above, we primarily recommend index tracking exchange traded funds to implement our investment recommendations. However, we are not limited to any single type of security. We may give advice on a variety of investments including (but not limited to) mutual funds, equity securities, corporate, municipal, and government bonds, certificates of deposit, investment company securities, U.S. government securities, and option contracts on securities. Additionally, we may advise you on any type of investment that we deem appropriate based on your stated goals and objectives. We may also provide advice on any type of investment held in your portfolio at the inception of our advisory relationship. You may request that we refrain from investing in particular Securities. These restrictions must be provided in advance by you to our Firm in writing. Assets Under Management As of December 31, 2024, we manage $1,135,716,819 in client assets on a discretionary basis. Item 5 Fees and Compensation Our fee for portfolio management and financial planning services are based on a percentage of the assets we manage. A flat fee of 0.90% is charged for clients for whom we manage assets valued in total at less than $1,000,000. Our fee for clients for whom we manage in excess of $1,000,000 is determined in accordance with the following fee schedule: Assets Under Management Annual Fee First $1,000,000 0.70% Next $1,500,000 0.50% Next $7,500,000 0.40% Next $90,000,000 0.35% Over $100,000,000 0.30% We do not charge a fee for cash or cash equivalents held in an account (except in those instances where a cash equivalent investment is a result of a strategic decision). Our portfolio management fees are billed and payable monthly in arrears based on the value of your account on the last day of the month. If the investment management agreement is executed at any time other than the first day of a calendar month, our fees will be applied on a pro rata basis, which means that the advisory fee is payable in proportion to the number of days in the month for which you are a client. Clients will be billed a 1% per month interest charge for unpaid invoices over 30 days old. Our advisory fee is negotiable, depending on individual client circumstances. At our discretion, we may combine the account values of family members living in the same household to determine the applicable advisory fee. For example, we may combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts. Combining account 6  values will increase the amount of assets to which our fee schedule is applied, which may result in your paying a reduced advisory fee based on the available breakpoints in our fee schedule stated above. We will send you an invoice for the payment of our advisory fee, or we will deduct our fee directly from your account through the qualified custodian holding your Securities. We will deduct our advisory fee only when you have given our Firm written authorization permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver an account statement to you each month. These account statements will show all disbursements from your account. You should review all statements for accuracy. We will also receive a duplicate copy of your account statements. You may terminate the portfolio management agreement upon written notice to our Firm. You will incur a pro rata charge for services rendered prior to the termination of the portfolio management agreement, which means you will incur advisory fees only in proportion to the number of days in the month for which you are a client. We encourage you to reconcile our invoices with the statement(s) you receive from the qualified custodian. Please call our office at the number located on the cover page of this Brochure if you find any inconsistent information between our invoice and the statement(s) you receive from the qualified custodian. Exchange Traded Fund Adviser Services Our fees for providing services to The Brinsmere Fund – Growth ETF ("Fund") and The Brinsmere Fund – Conservative ETF ("Fund") are calculated daily at an annual rate of 0.35% per Fund based on the average daily net assets of each Fund and is payable monthly in arrears. No fee will be accrued with respect to any day that the value of the assets under our management equals zero. We may, in our discretion and from time to time, waive a portion of our fees. Complete information regarding the Fund's operating expenses is located in the Prospectus for the Fund. Additional Fees and Expenses The fees that you pay to our Firm for investment advisory and financial planning services are separate and distinct from the fees and expenses charged by mutual funds or exchange traded funds (described in each fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses. However, we only recommend no-load funds, and we never collect a fee or commission from the mutual fund provider. You will also incur transaction charges and/or brokerage fees when purchasing or selling Securities. These charges and fees are typically imposed by the broker-dealer or custodian through which your account transactions are executed. We do not share in any portion of the brokerage fees/transaction charges imposed by the broker-dealer or custodian. To fully understand the total cost you will incur, you should review all the fees charged by mutual funds, exchange traded funds, our Firm, and others. For information on our brokerage practices, please refer to the "Brokerage Practices" section of this Disclosure Brochure. You may elect to use margin loans to purchase Securities to be held in your portfolio. Our management fees are based on the total asset value of your account (less cash and cash equivalents), which includes the value of the Securities purchased on margin. While a negative amount may show on your brokerage statement for the margined security as the result of a lower net market value, the amount of the fee is based on the absolute market value (less cash and cash equivalents). Thus, the recommendation of margin loans to fund security purchases may cause a conflict of interest because it 7  may result in a higher market value of Securities and therefore we receive a higher fee. The use of margin may also result in interest charges in addition to other fees and expenses associated with the security involved. Because we are a fiduciary, we are required by law to act in your best interest and not put our interest ahead of yours. At the same time, because our fee is based on the value of your account, there are some inherent unavoidable conflicts between our respective interests. It is important that you recognize these conflicts and discuss with us any questions or concerns you may have regarding the same because there is the potential for these conflicts to influence the investment advice we provide you. Item 6 Performance-Based Fees and Side-By-Side Management We do not accept performance-based fees or participate in side-by-side management. (Performance- based fees are fees that are based on a share of capital gains or capital appreciation of a client's account. Side-by-side management refers to the practice of managing accounts that are charged performance-based fees while at the same time managing accounts that are not charged performance- based fees.) Our fees are calculated as described in the Advisory Business section above, and are not charged based on a share of capital gains upon, or capital appreciation of, the funds in your advisory account. Item 7 Types of Clients We offer portfolio advisory services to individuals, trusts, retirement accounts, investment entities, and charitable organizations. In general, we require a minimum of $500,000 to open and maintain an advisory account. At our discretion, we may waive this minimum account size. We may combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts to meet the stated minimum. Item 8 Methods of Analysis, Investment Strategies and Risk of Loss Philosophy As discussed further below, our investment approach is to develop strategically diversified portfolios of index-based exchange traded funds and individual bonds for our clients. Our client portfolios are consistent with their personal investment objectives and tolerance for risk. Client portfolios are monitored over time, periodically rebalanced, and adjusted as appropriate to reflect changes in the securities market, the economy, and the investor's personal situation. More specifically, our investment approach consists of five essential components. Those components are: • Selection of one or more of The Milwaukee Company's rules based tactical asset allocation strategies as appropriate for each individual client's investment objectives and risk tolerance. Investing in low-cost index funds and individual bonds to implement the selected strategies. • • Periodically adjusting the model portfolio's target allocations as directed by each strategy to reflect changes in market conditions and the economy in an effort to enhance the portfolio's performance. 8  • Monitoring of forward-looking equity market statistics and economic indicators in an effort to identify when it may be appropriate to hedge against market bubbles or developing adverse economic conditions. • Maximizing tax efficiency by limiting capital gain recognition and harvesting capital losses when appropriate. The performance of the account is monitored on an ongoing basis to ensure that 1) you continue to be on track to achieve your goals, 2) over a reasonable period your investments produce acceptable return in relation to risk, 3) securities contribute to the account's performance as anticipated, and 4) the account continues to feature an acceptable level of risk. If we have concerns about the performance of your account, we will contact you to discuss these concerns and potential changes. Investment Strategies The Milwaukee Company has developed several unique, academically sound, rules-based investment strategies that we use to manage our client's accounts. Our tactical asset allocation strategies use thoroughly researched and extensively backtested algorithms to determine the securities that are to be held in client accounts and the share of the account to be allocated to each of the included securities. The holdings in client accounts are compared to their respective target allocations on an ongoing basis to ensure that the percentage of the portfolio invested in a particular holding does not drift too far away from its target allocation. Our current proprietary strategies include: 1. Systematic Market Beta (SMB) The Milwaukee Company's Systematic Market Beta strategy (SMB) seeks to generate market returns under normal conditions, and attempt to serve as a hedge when the risk of an extended correction or bear market appears likely in the near term for either the stock or bond markets, or both. SMB's goal is to reduce risk and enhance performance by adjusting asset allocations based on the risk outlook, as determined by a set of proprietary indicators developed by The Milwaukee Company. The basic framework for managing the portfolio: • SMB-Conservative generally maintains an equity range of 30-45% depending on the strategy's assessment of market risk, while SMB-Growth generally maintains an equity range of 50-75%. • When market risk is estimated to be low to moderate: • SMB-Conservative will invest in a market beta portfolio with roughly 42.50% allocated to stocks, 55% to bonds, and 2.5% in commodities. • SMB-Growth, on the other hand, will invest in a market beta portfolio with roughly 70% stocks, 25% bonds and 5% in commodities. • When either the stock or bond market (or both) appears to be vulnerable to an extended decline, SMB will adopt a relatively conservative approach by lessening exposure to those securities that are most susceptible to the risk at hand. 2. Classic Asset Allocation Rebalancing (CAAR) The Milwaukee Company's Classic Asset Allocation Revisited (CAAR) strategy is a rules-based investment strategy that uses a statistical process known as "mean-variance optimization" (MVO) in an attempt to create optimal portfolios with the highest expected return for a given level of risk – a target that Nobel Prize-winning economics professor Harry Markowitz referred to as the "efficient frontier." 9  CAAR utilizes a variation of Nobel Laureate Professor Harry Markowitz's Critical Line Algorithm (CLA) to calculate efficient frontiers– defined as the various portfolios that comprise the most-efficient combinations of risk and return (i.e., seeking the highest return for a given level or risk or the lowest risk for a given level of return). CAAR is separated into two variations, CAAR-Conservative and CAAR-Growth, each of which targets a different investment objective. 3. Fixed Income Trend Strategy (FIT) The Milwaukee Company's Fixed Income Trend (FIT) strategy seeks to invest in a broadly diversified fixed income portfolio consisting primarily of U.S. securities. The strategy's rules-based algorithm adjusts the strategy's portfolio risk exposure to adapt to the evolving state of bond-market price trends. FIT adjusts the portfolio's exposure to the bond market on a monthly basis and holds exchange traded bond funds with relatively strong, positive performance in recent history. The strategy uses a momentum model to select the strongest performers from its multi-fund universe. To the extent that few or no funds reflect strong upside momentum for a given month, the portfolio is allocated to a cash proxy – an exchange traded fund holding short-maturity Treasury bills. 4. Sector Rotation Strategy (SRS) The Milwaukee Company's Sector Rotation Strategy (SRS) is a growth-oriented, rules-based investment strategy that combines the concepts of momentum and contrarian investing by attempting to tactically increase and decrease amounts invested in equities and fixed income in response to changing market trends and economic conditions. The equity component of SRS invests in market-weighted sector ETFs that represent the main sectors of the S&P 500 Index, a large-cap U.S. stock market benchmark. It uses momentum and value factors as the foundation for asset allocation recommendations. The signals are further refined with a multi- factor model known as The Milwaukee Company Risk Index (MCRI) to generate a near-term forecast for the stock market. More specifically, SRS: • Seeks capture the momentum factor by overweighting sectors that have outperformed over the prior six months. • Engages in contrarian investing by underweighting sectors that have outperformed over prior two years. MCRI incorporates a range of economic and market indicators to generate a near-term forecast of S&P 500 risk based on the 1-year return outlook for the stock market. If MCRI assesses the current level of equity risk as favorable then the strategy recommends 100% allocation to equities. Otherwise, the strategy will allocate 50% of the portfolio to fixed income. 10  5. Targeted Risk Strategy (TRS) The Milwaukee Company's Tactical Risk Strategy ("TRS") is a rules-based asset allocation strategy that combines a tactical approach to managing exposure to various sectors of the US markets with a static buy-and-hold portfolio consisting of major US equity and bond market components. The strategy also utilizes a canary signal derived from trailing returns on Treasury Inflation Protected Securities ETF over various time frames to generate Risk On/Off signals. Accordingly: • If the canary signal indicates Risk On, the tactical component of the strategy attempts to select top-performing assets from the defined offensive fund universe. On the other hand, when risk is off then the strategy will seek to select top-performing assets from the defensive fund universe. • Meanwhile, the static or buy-and-hold component of the portfolio offers a fixed allocation to major components of the US equity and fixed income markets. 6. Tactical Stock Strategy (TSS) The Milwaukee Company's Tactical Stock Strategy (TSS) is an investment strategy that invests in U.S. bonds, growth stocks and value stocks of large, "blue-chip" U.S.-based companies. The amount allocated to each of these sectors depends on an assessment of the state of the U.S. economy, which is determined with nowcasts generated by The Milwaukee Company. The U.S. equities component of TSS consists of shares included in the Russell 1000 Index, which represents the 1,000 largest firms in the multi-cap Russell 3000 Index. Companies included in the Russell 1000 Index have two subsets. • The Russell 1000 Growth Index is comprised of Russell 1000 companies with relatively higher price-to-book ratios, higher I/B/E/S forecast medium term (2 year) growth and higher sales per share historical growth (5 years). • The Russell 1000 Value Index includes Russell 1000 companies with relatively lower price-to- book ratios, lower medium term (2 year) growth prospects, and lower sales per share growth. Dynamic International Strategy (DIS) The Milwaukee Company's Dynamic International Strategy (DIS) seeks to provide risk-managed exposure to global equities ex-U.S. The strategy invests one-half of the portfolio in a fixed allocation to index funds and top-rated actively managed international stock funds. A price-trend dynamic approach is used to manage the other half of the portfolio. The price-trend signal that is used by the dynamically managed share of the portfolio is derived from a proxy for the total international stock market. When the proxy's trend is positive, this share of the portfolio is invested in a broadly diversified index ETF that targets global equities ex-U.S. When the proxy's trend is negative, this share is invested in cash-like investments. The passive half of the portfolio is allocated to six international funds that are equally weighted (8.33% in each). Three of these funds are actively managed, and other three are factor-based index funds. This part of the portfolio is rebalanced annually. 11  Risk associated with investing in The Milwaukee Companies investment strategies 1. Market Risk Description: Market risk, also known as systematic risk, is the possibility of an investor experiencing losses due to factors that affect the overall performance of the financial markets. This type of risk is inherent to the entire market and cannot be diversified away. • Systematic Market Beta Strategy (SMB): This strategy is particularly exposed to market risk as it adjusts its asset allocations based on market conditions using index ETFs. During periods when market corrections or bear markets are likely, both equity and bond ETFs can suffer significant declines in value. The strategy aims to generate market returns under normal conditions and hedge against extended corrections or bear markets, but it remains susceptible to broad market downturns that can affect its overall performance. • Classic Asset Allocation Revisited Strategy (CAAR): The CAAR strategy seeks to create optimal portfolios with the highest expected return for a given level of risk through mean- variance optimization using index ETFs. However, the performance of these portfolios is subject to market fluctuations, which can disrupt the optimized balance between risk and return. Market risk can lead to substantial declines in portfolio value during periods of high volatility. • Fixed Income Trend Strategy (FIT): This strategy adjusts its exposure to the bond market based on monthly assessments of price trends using bond ETFs. However, changes in bond market trends due to broader economic conditions or shifts in interest rates can negatively affect the value of the bond ETFs in the portfolio. The strategy's reliance on recent performance trends means it is still vulnerable to sudden market shifts that impact the bond market. • Sector Rotation Strategy (SRS): SRS invests in sector ETFs representing different sectors of the S&P 500 Index and adjusts its allocations based on momentum and contrarian factors. The strategy's performance is closely tied to market trends and economic conditions affecting specific sectors. During times of market instability, sector-specific risks can be exacerbated, leading to significant volatility in the strategy's performance. • Tactical Risk Strategy (TRS): TRS combines a tactical approach with a static buy-and-hold component, adjusting exposure based on market conditions using index ETFs. Market risk affects the performance of both the offensive and defensive fund selections within the strategy. Periods of high market volatility or downturns can lead to substantial declines in the value of the portfolio. • Tactical Stock Strategy (TSS): This strategy allocates investments among U.S. bonds, growth stocks, and value stocks using index ETFs based on assessments of the U.S. economy. Market risk impacts the value of both equity and bond ETFs included in this strategy. Economic downturns or broad market corrections can lead to significant declines in the strategy's performance. • Dynamic International Strategy (DIS): DIS invests in global equities ex-U.S. using index ETFs, which subjects the strategy to international market risks and price trends. Market risk can lead to substantial declines in the value of these international investments during periods of global economic instability or market corrections. 2. Credit Risk Description: Credit risk is the risk that a bond issuer will default on its payments, affecting the bond's value and the investor's returns. This risk can arise from the issuer's financial instability or adverse changes in credit ratings. • Systematic Market Beta Strategy (SMB): This strategy includes allocations to bond ETFs, 12  which are subject to credit risk. The performance of the bond ETFs depends on the creditworthiness of the underlying bond issuers. If an issuer defaults or experiences a downgrade in its credit rating, the value of the bond ETFs can decline significantly, leading to losses in the portfolio. • Classic Asset Allocation Revisited Strategy (CAAR): CAAR's bond ETF investments are exposed to credit risk, where the issuers' ability to meet their financial obligations impacts the value of the bond ETFs. Defaults or credit rating downgrades can lead to significant losses, affecting the overall performance of the portfolio. • Fixed Income Trend Strategy (FIT): The FIT strategy's portfolio performance is closely tied to the credit quality of the bonds within the bond ETFs held. A default or downgrade in the credit rating of bond issuers can lead to a decline in the value of these ETFs, impacting the overall portfolio. • Tactical Risk Strategy (TRS): This strategy includes a fixed-income component that is subject to credit risk through bond ETFs. The creditworthiness of bond issuers affects the value of the bond ETFs. Defaults or downgrades can lead to substantial losses in the portfolio. 3. Interest Rate Risk Description: Interest rate risk is the risk that changes in interest rates will negatively impact the value of fixed-income securities. Typically, when interest rates rise, the value of existing bonds falls, and vice versa. • Systematic Market Beta Strategy (SMB): Changes in interest rates can significantly affect the value of the bond ETFs in the SMB portfolio. When interest rates rise, the market value of existing bond ETFs tends to fall, leading to potential losses. Conversely, falling interest rates can increase bond ETF values but may also signal broader economic issues that could impact other assets in the portfolio. • Classic Asset Allocation Revisited Strategy (CAAR): The CAAR strategy's bond ETF investments are subject to interest rate risk. Rising interest rates can reduce the market value of the bond ETFs, negatively impacting the portfolio's performance. This risk is particularly relevant during periods of tightening monetary policy. • Fixed Income Trend Strategy (FIT): The FIT strategy's reliance on bond market trends means it is directly impacted by changes in interest rates through bond ETFs. Rising rates can decrease the value of the bond ETFs held in the portfolio, while falling rates can lead to gains. However, sudden shifts in interest rates can lead to volatility and unpredictability in bond ETF prices. • Tactical Risk Strategy (TRS): The fixed-income investments within the TRS strategy are exposed to interest rate risk through bond ETFs. Changes in interest rates can affect the market value of these bond ETFs, leading to potential losses or gains. This risk must be managed carefully to avoid significant negative impacts on the portfolio. 4. Liquidity Risk Description: Liquidity risk is the risk that an investment cannot be quickly converted into cash without a significant loss in value. This risk is particularly relevant during periods of market stress when trading volumes may decrease, and market participants may be unwilling or unable to buy certain assets. • All Strategies: All investment strategies gain exposure to different asset classes using index ETFs, which are subject to liquidity risk, especially during periods of high market volatility or economic uncertainty. If liquidity dries up, it can become difficult to sell ETF shares quickly at favorable prices, leading to potential losses. Bond ETFs and certain sector-specific ETFs are particularly prone to liquidity issues, which can exacerbate losses during market downturns. 13  5. Foreign Investment Risk Description: Foreign investment risk encompasses political, economic, and currency risks that affect investments outside the investor's home country. These risks can lead to increased volatility and potential losses in international investments. • Dynamic International Strategy (DIS): DIS invests in global equities ex-U.S. using index ETFs, exposing the portfolio to foreign investment risks. Currency fluctuations can affect the value of international ETFs when converted back to the investor's home currency. Political instability, economic changes, and differing regulatory environments can also impact the performance of these investments. Additionally, emerging markets may present higher risks due to less mature financial systems and greater susceptibility to political and economic disruptions. 6. Sector Risk Description: Sector risk is the risk that an investment concentrated in a specific sector will underperform due to sector-specific factors. These factors can include technological advancements, regulatory changes, and shifts in consumer preferences. • Sector Rotation Strategy (SRS): The SRS strategy involves investing in sector ETFs that represent different sectors of the S&P 500 Index. The strategy adjusts allocations based on momentum and contrarian factors, leading to potential sector-specific risks. Overweighting sectors with positive momentum and underweighting those with past outperformance can lead to significant volatility. Sector-specific factors, such as new regulations, technological changes, or shifts in consumer behavior, can impact the performance of the investments within those sectors. 7. Model Risk Description: Model risk is the risk of inaccuracies or errors in the financial models used to make investment decisions. These models rely on various assumptions and inputs, which, if incorrect, can lead to suboptimal or incorrect investment choices. • Systematic Market Beta Strategy (SMB): The proprietary indicators and models used to assess market risk and adjust asset allocations in the SMB strategy may be inaccurate. Errors in these models can lead to incorrect assessments of market conditions, resulting in suboptimal investment decisions and potential losses. • Classic Asset Allocation Revisited Strategy (CAAR): The CAAR strategy relies on mean- variance optimization using index ETFs, which uses historical data and assumptions to create optimal portfolios. If these assumptions are flawed or the data is inaccurate, the resulting portfolios may not achieve the desired balance between risk and return, leading to suboptimal performance. • Fixed Income Trend Strategy (FIT): The FIT strategy uses a momentum model to select bond ETFs based on recent performance trends. If the model's assumptions or inputs are incorrect, the strategy may select poor-performing bond ETFs, leading to potential losses. • Sector Rotation Strategy (SRS): The SRS strategy uses the Milwaukee Company Risk Index (MCRI) and other models to forecast market trends and make asset allocation decisions. Inaccuracies in these models can result in incorrect forecasts, leading to poor investment choices and suboptimal performance. • Tactical Risk Strategy (TRS): The TRS strategy relies on a tactical model and a canary signal 14  to assess risk and adjust asset allocations. Errors in these models can lead to inappropriate risk assessments and investment decisions, resulting in potential losses. • Tactical Stock Strategy (TSS): The TSS strategy uses nowcasts generated by The Milwaukee Company to assess the state of the U.S. economy. Inaccuracies in these nowcasts can lead to incorrect assessments and suboptimal allocations using index ETFs, affecting the strategy's performance. • Dynamic International Strategy (DIS): The DIS strategy uses a price-trend dynamic approach and proxy signals to manage its international investments using index ETFs. Inaccuracies in these models can lead to suboptimal investment decisions and potential losses. 8. Allocation Risk Description: Allocation risk is the risk that the chosen allocation of assets does not achieve the desired balance between risk and return. • All Strategies: The success of each strategy depends on the effectiveness of its asset allocation using index ETFs. If the allocation does not properly balance risk and return, it could lead to lower-than-expected performance or higher-than-anticipated losses. For instance, if a strategy misjudges market conditions and allocates too heavily to risky assets, it could suffer significant losses during a market downturn. 9. Commodity Risk Description: Commodity risk is the risk of price volatility in commodities markets, which can affect the value of investments in these markets. • Systematic Market Beta Strategy (SMB): This strategy includes an allocation to commodities using commodity ETFs. Price volatility in the commodities market can impact the value of these ETFs. Factors such as changes in supply and demand, geopolitical events, and weather conditions can lead to significant price fluctuations, affecting the overall performance of the strategy. • Classic Asset Allocation Revisited Strategy (CAAR): The strategy may include investments in commodity ETFs. Fluctuations in commodity prices due to various factors such as geopolitical events, changes in supply and demand, and natural disasters can lead to significant changes in the value of these ETFs, impacting the portfolio's performance. 10. Emerging Market Risk Description: Emerging market risk is the risk associated with investing in countries with developing economies, including greater volatility, political instability, and less mature financial markets. • Classic Asset Allocation Revisited Strategy (CAAR): This strategy has the provision to invest in emerging market ETFs. These investments are subject to higher volatility, political and economic instability, and potential lack of liquidity compared to developed markets. Emerging markets can experience significant fluctuations in market value due to changes in government policies, economic conditions, and currency exchange rates, which can lead to substantial losses in the portfolio. • Dynamic International Strategy (DIS): This strategy also invests in global equities ex-U.S. through index ETFs, including those in emerging markets. These investments carry higher risks due to greater volatility, political and economic instability, and less mature financial systems. Changes in government policies, economic conditions, and currency exchange rates in emerging markets can significantly impact the value of these ETFs, leading to potential losses. 15  • Fixed Income Trend Strategy (FIT): This strategy may include exposure to emerging market bonds through bond ETFs. Emerging market bonds are subject to higher risks of default, political instability, and economic volatility compared to developed market bonds. These factors can lead to significant price fluctuations and potential losses in the bond ETFs held within the portfolio. Risk Management When the stock market becomes more volatile than usual, or one or more strategies is directing a larger than normal allocation to equities, then diversification and adaptive asset allocation may not provide adequate protection against large market drawdowns. Therefore, The Milwaukee Company monitors many widely accepted capital market risk signals and economic indicators in order to gauge the risk of the overall market and current economic conditions. These indicators assist us in determining when a hedge against an equity market correction should be considered. The Milwaukee Company utilizes a variety of hedging strategies to help protect the value of a client's portfolio when we believe the risk of an equity market correction is elevated. Examples include: • Over-weighting lower risk assets such as bonds and cash equivalents. • Purchasing put options on broad market indexes if the market appears over-valued. • Purchasing put options to establish a floor price for one or more securities held in the account. • Selling call options on riskier investments held in the account. • Selling one or more securities held in a portfolio and purchasing a call option with a strike price near the sale price. While hedging will provide a degree of insurance against bear markets, it may also be a drag on performance during bull markets. As the old saying goes, "there is no free lunch". Benchmarks The Milwaukee Company believes that an investment benchmark should be unambiguous, investable, measurable, and robust. We also believe the performance and management of a benchmark should be safeguarded from manipulation, and unburdened by market frictions experienced by real-life portfolios such as transaction costs, expenses, management fees, and capital gains taxes. Accordingly, The Milwaukee Company uses publicly traded funds that invest in equities and bonds in allocations that are consistent with each client's individual investment objective to benchmark the performance of client accounts. Tax Management As mentioned above, helping assure our clients do not incur unnecessary capital gain taxes is an important component of our investment strategy. This is accomplished by limiting trading activity, and harvesting capital losses. Harvesting capital losses refers to the practice of selling investments that have a significant unrealized loss, recognizing the loss, and reinvesting the sale proceeds in another investment that is very similar (but not identical) to the investment that was sold. This strategy allows our clients to recognize the loss embedded in the security which is being sold, while maintaining his or her exposure to the asset class the sold security represented. The loss can then be used to offset gains that might be realized when selling an appreciated security as dictated by the need to rebalance, as explained above. 16  Our strategies and investment advice may have unique and significant tax implications. These ramifications are considered by us as part of our investment advice. However, unless we specifically agree in writing to the contrary, tax efficiency is not our primary consideration in the management of your assets. Regardless of your account size or any other factors, we strongly recommend that you continuously consult with a tax professional prior to and throughout the investment of your assets. Custodians and broker-dealers are required to report the cost basis of equities acquired in client accounts. Our Firm uses the "Specific Identification" accounting method for calculating the cost basis of your investments. You are responsible for contacting your tax advisor to determine if this accounting method is the right choice for you. If your tax advisor believes another accounting method is more advantageous, please provide written notice to our Firm immediately and we will alert your account custodian of your individually selected accounting method. Please note that decisions about cost basis accounting methods will need to be made before trades settle, as the cost basis method cannot be changed after settlement. Risk of Loss Investing in Securities involves risk of loss that you should be prepared to bear. We do not represent or guarantee that our services or methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate clients from losses due to market corrections or declines. We cannot offer any guarantees or promises that your financial goals and objectives will be met. Past performance is in no way an indication of future performance. Recommendation of Particular Types of Securities As disclosed in Item 8 "Methods of Analysis, Investment Strategies and Risk of Loss" in this Brochure, we recommend that our clients invest primarily in index based exchanged traded funds (ETFs). However, we may recommend other types of investments as we deem appropriate since each client has different needs and a different tolerance for risk. Each type of security has its own unique set of risks associated with it and it would not be possible to list here all of the specific risks of every type of investment. Even within the same type of investment, risks can vary widely. However, in very general terms, the higher the anticipated return of an investment, the higher the risk of loss associated with it. The unique risk involved with utilizing ETFs pertains to liquidity and depth of market. Because ETFs trade on listed stock exchanges, very large orders could potentially affect market prices. We therefore avoid entering large trades as market orders. In addition, ETF market prices may differ from the underlying net asset value of the basket of securities the ETF tracks. Research into the pricing of ETFs has generally concluded that any discrepancy is minor in amount and usually only lasts for a short time. The risk of pricing errors is much higher in funds that do not trade regularly, such as certain foreign ETFs. Finally, ETFs utilizing derivatives may not always accurately track the index they are pegged to. This is particularly true with respect to commodity-based ETFs if contango is affecting the price of the commodity it tracks. Derivatives are types of investments where the investor does not own the underlying asset. There are many different types of derivative instruments, including, but not limited to, options, swaps, futures, and forward contracts. Derivatives have numerous uses as well as various risks associated with them. As explained above, The Milwaukee Company's use of derivatives is limited to hedge the risk of loss in a position or to participate in the movement of a security that is not owned in a portfolio. A detailed explanation of derivatives is beyond the scope of this disclosure. 17  Item 9 Disciplinary Information We have been providing investment advisory services since 2004, formerly under the name of Willms, S.C. and since January 20, 2010 as Estate Counselors, LLC. In August 2018, we began doing business as The Milwaukee Company. Neither our firm nor any of our management persons has any reportable disciplinary information. Item 10 Other Financial Industry Activities and Affiliations We act as the Adviser to ETF SERIES SOLUTIONS (the "Trust") on behalf of the series The Brinsmere Fund – Growth ETF ("Fund") and The Brinsmere Fund – Conservative ETF ("Fund"). Except as otherwise required by law for ERISA assets, we do not offset any compensation we receive against fees or expenses you may otherwise pay to us and/or any of our affiliates. Fees charged by the Funds are separate and in addition to our advisory fees as disclosed above at Fees and Compensation. You should refer to the prospectus for a complete description of fees, investment objectives, risks and other relevant information associated with investing in the Fund. Refer to the Investment Discretion section below for additional disclosures on our discretionary authority to manage your investment account. In addition, the compensation of Associated Persons, including executive officers of our firm, may be based, in part, upon the profitability of the Funds. Our relationship to the Funds may involve sharing or joint compensation, or separate compensation, subject to proper disclosures and the requirements of applicable law. You should refer to the prospectus for a complete description of fees, investment objectives, risks and other relevant information associated with investing in the Funds. Refer to the Investment Discretion section below for additional disclosures on our discretionary authority to manage your investment account. Furthermore, in the ordinary course of business activities, we as Adviser to the Funds may engage in activities where the interests of certain Associated Persons, including executive officers of the firm, and their related parties or the interests of their clients may conflict with the interests of the shareholders of the Funds or the interest of the Funds may conflict with the interest of the firm's clients. However, we have established policies and procedures to ensure that the purchase and sale of securities among all accounts that we manage are fairly and equitably allocated. Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Description of Our Code of Ethics We strive to comply with applicable laws and regulations governing our practices. Therefore, our Code of Ethics includes guidelines for professional standards of conduct for our Associated Persons. Our goal is to protect your interests and to demonstrate our commitment to our fiduciary duties of honesty, good faith, and fair dealing with you. Our Associated Persons are expected to adhere strictly to these guidelines. Our Code of Ethics also requires that certain persons associated with our Firm submit reports of their personal security holdings and transactions to a qualified representative of our Firm who will review these reports on a periodic basis. Persons associated with our Firm are also required to report any violations of our Code of Ethics. Additionally, we maintain and enforce written policies reasonably designed to prevent the misuse or dissemination of material, non-public information about you or your account holdings by persons associated with our Firm. Our Code of Ethics is available to you upon request. You may obtain a copy of our Code of Ethics by contacting Satyaki Mitra at (262) 238-6980 or firm@themilwaukeecompany.com. 18  Satyaki Mitra is Chief Compliance Officer for The Milwaukee Company. Participation or Interest in Client Transactions We act as the Adviser to ETF SERIES SOLUTIONS (the "Trust") on behalf of the series The Brinsmere Fund – Growth ETF ("Fund") and The Brinsmere Fund – Conservative ETF ("Fund"). Where appropriate, we will exercise our discretionary authority and without further approval from you, we will invest a percentage of your assets in the Funds. This creates a conflict of interest because we will receive compensation as your investment adviser and as the investment adviser to the Funds. Additionally, individuals associated with our firm may buy or sell - for their personal account(s) - investment products identical to those purchased by the Funds. This practice may create a conflict of interest because we have the ability to trade ahead of the Funds and potentially receive more favorable prices than the Funds will receive. To mitigate this conflict of interest, it is our policy that neither our firm nor our Associated Persons shall have priority over the Funds in the purchase or sale of securities. Personal Trading Practices Our Firm or Associated Persons may buy or sell the same Securities that we recommend to you or Securities in which you are already invested. A conflict of interest exists in such cases because we can trade ahead of you and potentially receive more favorable prices than you will receive. To eliminate this conflict of interest, it is our policy that Associated Persons may not prioritize themselves in the purchase or sale of Securities. Item 12 Brokerage Practices Client investments are held at the custodian who serves as a broker-dealer of the account. The broker- dealer is also responsible for executing trades and provides clients with trade confirmations and monthly statements. We have chosen Fidelity Brokerage Services, LLC as our primary broker-dealer. We believe that Fidelity provides quality execution services for our clients at competitive prices. Price is not the sole factor we consider in evaluating best execution. We also consider the quality of the brokerage services provided by Fidelity, including the value of research provided, the Firm's reputation, execution capabilities, commission rates, and responsiveness to our clients and our Firm's needs. However, we may also use Old National Bancorp as custodian and/or broker-dealer if their services are in line with our clients needs. We use Piper Sandler & Co and Hilltop Securities, Inc as broker-dealers in instances where they can provide us more favorable pricing on bond transactions. We reserve the right to change broker-dealers and/or custodians. However, we will not relocate your account to a different broker-dealer or custodian without your consent in advance of the change. In limited circumstances, and at our discretion, some clients may instruct our Firm to use one or more particular brokers for the transactions in their accounts. If you choose to direct our Firm to use a particular broker, you should understand that this might prevent us from effectively negotiating brokerage commissions on your behalf. This practice may also prevent our Firm from obtaining favorable net execution prices. Thus, when directing brokerage business, you should consider whether the commission expenses, execution, clearance, and settlement capabilities that you will obtain through your chosen broker are adequately favorable in comparison to those that we would otherwise obtain for you. If you choose to direct our Firm to use a particular broker it may also adversely affect our ability to provide you with the detailed reports we normally provide to our clients. 19  Block Trades We may combine multiple orders for shares of the same Securities purchased for advisory accounts we manage (this practice is commonly referred to as "block trading"). We will then distribute a portion of the shares to participating accounts in a fair and equitable manner. The distribution of the shares purchased is typically proportionate to the size and investment objectives of the account, but it is not based on account performance or the amount or structure of management fees. Subject to our discretion regarding factual and market conditions, when we combine orders, each participating account pays an average price per share for all transactions and pays a transaction charge. Accounts owned by our Firm or persons associated with our Firm may participate in block trading with your accounts; however, they will not be given preferential treatment. Item 13 Review of Accounts Client accounts are monitored on a regular basis by the Investment Adviser Representatives of The Milwaukee Company and detailed account reviews are conducted at least monthly. The reviews are conducted to ensure the advisory services provided to clients and the portfolio mix is consistent with the client's current investment needs and objectives. Additional reviews may be conducted based on various circumstances, including, but not limited to: • contributions and withdrawals, • year-end tax planning, • market moving events, • security specific events, and/or, • changes in your risk/return objectives. We will provide you with a monthly status report that details your account activity and performance. Unless you request otherwise, you will also receive a more extensive annual report from us that details your account's activity and performance during the calendar year. You will receive trade confirmations and monthly statements from your account custodian(s). You should compare our reports with the statements from your account custodian(s) to reconcile the information reflected on each statement. If you have a question regarding your account statement or if you did not receive a statement from your custodian, please contact us at (262) 238-6980 or firm@themilwaukeecompany.com. Andrew J. Willms acts as the Principal for The Milwaukee Company. In that capacity, he is responsible for insuring the proper management of client accounts and the best execution of trades. Jacob A. Willms will assume the duties of the Principal in the event of Andrew J. Willms death, disability, is unable to act, or is unavailable to act for any reason. Jacob Willms can also be reached by using the same contact information above. Item 14 Client Referrals and Other Compensation As part of our financial planning services, we may suggest clients retain third-party service providers such as an attorney, accountant, bookkeeper or insurance agent. We are not compensated in any way for third-party referrals, and all such suggestions are subject to the client's approval and consent. Clients are under no obligation to use any service provider recommended by us. 20  Item 15 Custody Your Securities will be held with Fidelity or another qualified custodian. You will receive account statements from the custodian(s) holding your Securities each month. The account statements from your custodian(s) will indicate the amount of our advisory fees deducted from your account(s) each billing period. You should carefully review account statements for accuracy. Our monthly status reports will also reflect the advisory fees deducted from your account. You will also be able to review your account online. Because we, upon your approval, directly debit your account(s) for the payment of our advisory fees, our Firm is also considered to have custody over your Securities. We do not, however, have physical custody of any of your Securities. Trustee Services Persons associated with our firm may serve as trustees to certain accounts for which we also provide investment advisory services. In the case, where the persons associated with our firm have been appointed as trustee as a result of a family or personal relationship with the trust grantor and/or beneficiary and not as a result of employment with our firm, we are not deemed to have custody over the advisory accounts for which persons associated with our firm serve as trustee. Wire Transfer and/or Standing Letter of Authorization Our firm, or persons associated with our firm, may effect wire transfers from client accounts to one or more third parties designated, in writing, by the client without obtaining written client consent for each separate, individual transaction, as long as the client has provided us with written authorization to do so. Such written authorization is known as a Standing Letter of Authorization. An adviser with authority to conduct such third-party wire transfers has access to the client's assets, and therefore has custody of the client's assets in any related accounts. However, we do not have to obtain a surprise annual audit, as we otherwise would be required to by reason of having custody, as long as we meet the following criteria: 1. You provide a written, signed instruction to the qualified custodian that includes the third party's name and address or account number at a custodian; 2. You authorize us in writing to direct transfers to the third party either on a specified schedule or from time to time; 3. Your qualified custodian verifies your authorization (e.g., signature review) and provides a transfer of funds notice to you promptly after each transfer; 4. You can terminate or change the instruction; 5. We have no authority or ability to designate or change the identity of the third party, the address, or any other information about the third party; 6. We maintain records showing that the third party is not a related party to us nor located at the same address as us; and 7. Your qualified custodian sends you, in writing, an initial notice confirming the instruction and an annual notice reconfirming the instruction. We hereby confirm that we meet the above criteria. Item 16 Investment Discretion Before we can manage your investments, you must first sign our Investment Management Agreement. Under the terms of this Agreement, you may select any one of the following alternatives: 21  Option 1. Non-Discretionary Investment Authority If you select this option then we shall make such recommendations to you as to the retention, disposition, investment, and reinvestment of Securities in your account as we consider advisable, but no investment action shall be taken without your approval; provided, however, that we may, in our sole discretion and without your approval, temporarily invest income and principal cash in short-term money market funds and similar short-term instruments. Option 2. Limited Discretionary Investment Authority If you select this option then we are authorized, without your prior consultation, to buy, sell, and trade in stocks, bonds, mutual funds, index funds, exchange traded funds, and other securities and/or contracts relating to the same ("Securities"), when we deem necessary to either (i) maintain an asset allocation that is consistent with your model portfolio, (ii) to take advantage of an opportunity to harvest capital losses in securities that have declined in value since their acquisition, and to give instructions in furtherance of such trading authority to the broker-dealer of the account ("Broker-Dealer") and the custodian of the Assets ("Custodian"), or (iii) to address exceptional market conditions which, in our opinion, warrant expedited action. Limited discretionary investment authority precludes us from taking other actions on your behalf without your prior written approval. Option 3. Full Investment Authority If you select this option then you appoint us as your attorney-in-fact and grant us limited power-of- attorney and trading authority over your account with discretionary authority to buy, sell, or otherwise effect investment transactions of Securities held in your account. Full Investment Authority grants our Firm the discretion to manage your account including the selection of specific Securities, and the amount of Securities, to be purchased or sold for your account without the need to obtain your approval prior to each transaction. Discretionary authority can be authorized by an investment advisory agreement you sign with our Firm, a limited power of attorney, or trading authorization forms. Regardless of which of the foregoing options is selected, your portfolio will be managed in a manner that is consistent with an Investment Policy Statement that will be given to you at the commencement of our engagement. Your Investment Policy Statement will set forth our understanding of your long- term investment objectives, and the investments we are recommending for you in light thereof. Item 17 Voting Client Securities Wealth Management Services We will not vote proxies on behalf of your advisory accounts. At your request, we may offer you advice regarding corporate actions and the exercise of your proxy voting rights. If you own shares of common stock or mutual funds, you are responsible for exercising your right to vote as a shareholder. In most cases, you will receive proxy materials directly from the account custodian. However, in the event we were to receive any written or electronic proxy materials, we would forward them directly to you by mail, unless you have authorized our Firm to contact you by electronic mail, in which case, we would forward any electronic solicitation to vote proxies. Exchanges Traded Fund Adviser Services In our capacity as Adviser to ETF SERIES SOLUTIONS (the "Trust") on behalf of the series The Brinsmere Fund – Growth ETF ("Fund") and The Brinsmere Fund – Conservative ETF ("Fund"), we will determine how to vote proxies based on our reasonable judgment of the vote most likely to produce favorable financial results for the Funds. Proxy votes generally will be cast in favor of proposals that 22  maintain or strengthen the shared interests of shareholders and management, increase shareholder value, maintain or increase shareholder influence over the issuer's board of directors and management, and maintain or increase the rights of shareholders. Generally, proxy votes will be cast against proposals having the opposite effect. However, we will consider both sides of each proxy issue. Unless we receive specific instructions from you, we will not base votes on social considerations. Except in the case of a conflict of interest as described below, we do not accept direction from you on voting a particular proxy. Conflicts of interest between you and our firm, or a principal of our firm, regarding certain proxy issues could arise. If we determine that a material conflict of interest exists, we will take the necessary steps to resolve the conflict before voting the proxies. For example, we may disclose the existence and nature of the conflict to you, and seek direction from you as to how to vote on a particular issue; we may abstain from voting, particularly if there are conflicting interests for you (for example, where your account(s) hold different securities in a competitive merger situation); or, we will take other necessary steps designed to ensure that a decision to vote is in your best interest and was not the product of the conflict. We keep certain records required by applicable law in connection with our proxy voting activities. You may obtain information on how we voted proxies and/or obtain a full copy of our proxy voting policies and procedures by making a written or oral request to our firm. Item 18 Financial Information We are not required to provide financial information pertaining to The Milwaukee Company to our clients because we do not: require the prepayment of more than $1,200 in fees and six or more months in advance, or • • have a financial condition that is reasonably likely to impair our ability to meet our commitments to you. Item 19 Requirements for State Registered Advisors The Milwaukee Company is SEC registered. Item 20 Additional Information Your Privacy We view protecting your private information as a top priority. Pursuant to applicable privacy requirements, we have instituted policies and procedures to ensure that we keep your personal information private and secure. We do not disclose any non-public personal information about you to any non-affiliated third parties, except as permitted by law. However, we may share some information with our service providers, such as transfer agents, custodians, broker-dealers, accountants, consultants, and attorneys while servicing your account. We restrict internal access to non-public personal information about you to employees, who need that information to provide products or services to you. We maintain physical and procedural safeguards that comply with regulatory standards to guard your non-public personal information and to ensure our 23  integrity and confidentiality. We will never sell information about you or your accounts to anyone. We do not share your information unless it is required to process a transaction, at your request, or required by law. You will receive a copy of our privacy policy notice prior to or at the time you sign an advisory agreement with our Firm. Thereafter, we will deliver a copy of the current privacy policy notice to you on an annual basis. Please contact Satyaki (Seth) Mitra at (262) 238-6980 or f irm@themilwaukeecompany.com , if you have any questions regarding this policy. Trade Errors In the event a trading error occurs, we will restore your account to the position it should have been in had the trading error not occurred. Depending on the circumstances, corrective actions may include canceling the trade, adjusting an allocation, and/or reimbursing the account. If a trade error results in a profit, you will keep the profit. 24