ADVANCE CAPITAL MANAGEMENT INC

Advance Capital Management ADV Brochure One Towne Square, Suite 444 Southfield, MI 48076 800- 345-4783 www.acadviser.com This brochure provides information about the qualifications and business practices of Advance Capital Management. If you have any questions about the contents of this brochure, please contact us at 1-800-345- 4783. 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 Advance Capital Management also is available on t h e SEC’s website at www. adviserinfo.sec.gov . The searchable IARD/CRD number for Advance Capital Management is 110767. The date of this Brochure, March 12,2025  Item 2: Summary of Material Changes to ADV Form ADV Part 2 requires registered investment advisers to amend their brochure when information becomes materially inaccurate. If there are any material changes to an adviser's disclosure brochure, the adviser is required to notify you and provide you with a description of the material changes. The following material changes have been made to this brochure since the annual updating amendment on March 13, 2024. • The firm updated its ownership information. (Item 4) • The firm added new disclosures regarding the risks associated with the types of securities it uses in its investment approach. (Item 8)  Table of Contents Item 4: Advisory Business 4 Item 5: Fees and Compensation 6 8 Item 6: Performance-Based Fees and Side-By-Side Management Item 7: Types of Clients 8 Item 8: Methods of Analysis, Investment Strategies and Risk of Loss 8 Item 9: Disciplinary Information 10 Item 10: Other Financial Industry Activities and Affiliations 10 Item 11: Code of Ethics, Participation or Interest in Client Transactions and Personal Trading 10 Item 12: Brokerage Practices 11 Item 13: Review of Accounts 11 Item 14: Client Referrals and Other Compensation 12 Item 15: Custody 13 Item 16: Investment Discretion 13 Item 17: Voting Client Securities 13 Item 18: Financial Information 13 Privacy Policy 14 Business Continuity Plan 15 Customer Identification and Verification 15 Who to Contact 15  Item 4: Advisory Business Advance Capital Management, Inc. (“ACM”, “Management”, “we” or “us”) provides investment advice to many types of clients including individuals, investment advisers, investment companies, pension, profit sharing and other forms of retirement plans, trusts, estates, charitable organizations, and corporations. ACM was founded in 1986 and since that time have offered investment advisory and consulting services. We are owned by Advance Capital Group, Inc. (“ACG”). The principal owner (person who owns 25% or more) of ACG is the ACG Employee Stock Ownership Plan (“ESOP”). The remaining shares are owned by Raymond A. Rathka, and Christopher M. Kostiz. As of December 31, 2024, we managed a total of $ 4,504,447,556 in assets. This includes approximately $ 4,437,082,464 in assets managed on a discretionary basis, and approximately $ 67,365,092 managed on a non-discretionary basis. Advance Capital Management, Inc. is deemed to be a fiduciary to advisory clients that are employee benefit plans or individual retirement accounts (IRAs) pursuant to the Employee Retirement Income and Securities Act ("ERISA"), and regulations under the Internal Revenue Code of 1986 (the "Code"), respectively. As such, our firm is subject to specific duties and obligations under ERISA and the Internal Revenue Code that include, among other things, restrictions concerning certain forms of compensation. To avoid engaging in prohibited transactions, Advance Capital Management, Inc. may only charge fees for investment advice about products for which our firm and/or our related persons do not receive any commissions or 12b-1 fees. Individuals We specialize in financial planning. Financial planning involves providing individualized investment advice based upon each client’s needs and objectives. Discussions normally begin with an analysis of the client’s risk tolerance, income objectives and growth expectations. In most cases a detailed financial plan is created based on these objectives. The plan is used as the cornerstone from which we derive specific investment recommendations, projected asset growth, income projections, expected tax implications and other detailed financial information. Financial planning services are generally limited to advice and recommendations on those securities for which fees are charged, and recommended securities are generally limited to mutual funds and exchange traded funds (“ETFs”). In certain client specific circumstances, we may provide investment advice on a range of securities beyond mutual funds and ETFs. These securities may include exchange listed and over-the-counter securities, foreign issues, warrants, corporate debt securities, commercial paper, certificates of deposit, municipal securities and U.S. Government securities, commodities, precious metals, public and private real estate, private debt and private lending vehicles, private equity funds, structured products, and crypto currencies and other digital assets. Clients may request restrictions on investing in certain securities or types of securities. We will review the feasibility of such restrictions and inform the client as appropriate. 4  Institutional Investment Consulting We act as investment advisers or sub-adviser to various institutional clients such as other financial services firms, banks, foundations, endowments, and pension funds. In this capacity, we offer our consulting services on a discretionary and non-discretionary basis based on the client’s investment policy statement and after general discussions with the client. Our services may include investment policy statement review and construction, asset allocation review, investment manager research and selection, portfolio construction, reporting, performance review, trading, and other ancillary services as agreed upon. Platform Advisory Services (Sub-Advisory Services): We offer our investment strategy and portfolio modeling services to other investment advisers on a sub-advisory basis. In these cases, we are contracted by the client for our investment management services and the use of our investment models and asset allocation strategies. We will also provide the necessary training on those strategies, quarterly updates, and limited sales support to promote the use of the strategies by advisers using the investment manager’s suite of services. Retirement Plans We provide a full set of consulting and investment advisory services to retirement plan sponsors, whose plans are typically subject to the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). The specific services we provide to a plan sponsor and its plan participants may vary and are governed by the specific terms and conditions of the Retirement Plan Investment Advisory Agreement (“Plan Agreement”) we execute with each plan sponsor. IRA-based retirement plans (SEP IRAs, SIMPLE IRAs, etc.) are supported through our individual service platform. Our core advice service is designed to assist the plan sponsor with their fiduciary responsibilities and to give their employees substantial opportunities to save for retirement. Based on fi360's "Prudent Practices for Investment Advisors" handbook (www.fi360.com), our advice covers: investment safe harbors, • the investment line-up, • plan design and provisions, including automatic enrollment, escalation, etc., • the Investment Policy Statement (IPS), • the Qualified Default Investment Alternative (QDIA), • • plan cost analysis and benchmarking, • plan administration guidance, • employee enrollment and education (within the meaning of the U.S. Department of Labor guidance in Interpretive Bulletin 96-1), and • Third-party vendor review and coordination (recordkeeper, TPA, etc.). Investment lineup services involve the selection, monitoring, removal, and or replacement of investment options under the plan in accordance with the governing written investment objectives. Advance Capital Management conducts these services as a fiduciary and either as a discretionary 'investment manager" under ERISA 3(38) or as a non-discretionary "investment consultant" under ERISA 3(21), per the arrangement agreed to by the plan sponsor and set forth in the Plan Agreement. 5  Our "Chief Retirement Officer" service is an enhanced offering geared towards improving the retirement plan effectiveness and employees' overall financial wellness. Through results-based strategies designed to encourage employee engagement and to monitor overall retirement readiness, we work with the plan sponsor and individually with plan participants to attain their specific goals and objectives. Item 5: Fees and Compensation Individuals Clients pay for our investment advisory services by paying us a fee based on the amount of assets under management. Our Annual Fee Schedule is generally: 1.0% of the first $500,000, 0.8% of the next $500,000, 0.65% for any remaining amount over $1,000,000. Households ("HH") under $200,000 are subject to an additional service fee as follows: $40 between $1,000 - $10,000 in HH assets, $50 between $10,000 - $50,000 in HH assets, or $100 between $50,000 - $200,000 in HH assets. We may also, in our discretion, negotiate fees based upon certain additional factors. Fees are separately billed at the end of each month based on the fair market value of the assets held in the client’s account(s) on the last day of the month that are managed by us. Fees are deducted directly from the client’s account(s) monthly through the custodian that holds the client’s assets. No fees are collected in advance of service. In addition to our fee, each client is responsible for paying any transaction costs associated with purchasing and selling securities, including mutual funds, as part of the fee-based service. Please see the section titled “Item 12: Brokerage Practices” for more information on the firm’s brokerage practices. When clients invest a portion of their portfolio in mutual funds or ETFs there will be a layering of management fees. This occurs because assets invested in mutual funds are also subject to various other fees and expenses that are described in the mutual fund’s prospectus. These fees and expenses are paid by the mutual fund but are ultimately borne by clients as shareholders of the mutual fund. These fees and expenses include investment advisory, administration, distribution, transfer agent, custodial, legal, audit and other customary fees and expenses related to mutual funds. Institutional Institutional clients and other investment advisers utilizing our model portfolios for their clients through intermediaries or custodian platforms pay a fee of 0.25% of assets under management. All other platforms will be charged according to the services offered through that platform and will typically range between 0.25% and 0.40%. We may also, in our discretion, negotiate fees based upon certain additional factors which could include a flat fee. For institutional clients and other investment advisers, our advisory fee is billed on a quarterly or annual basis, as specified in your Investment Advisory Agreement. Advisory fees may be deducted directly from your account, or in some circumstances billed directly for such fees. In addition to our fee, each client is responsible for paying any transaction costs associated with purchasing and selling 6  securities as part of the fee-based service. Retirement Plans Our minimum annual fee is $1,500. Fiduciary Investment Management Fee Schedule: The fees under the Agreement are payable at an annual rate based as a percentage of the market value of the Plan’s total assets, in accordance with the following progressive schedule: Plan Assets Annual Fee First $2,000,000 0.50% Next $3,000,000 0.30% Assets over $5,000,000 0.10% Chief Retirement Officer Employee Program Schedule (optional and additional): Plan Assets Annual Fee All Assets 0.05% We may also, in our discretion, negotiate fees based upon certain additional factors which could include a different schedule or a flat fee. All fees are either paid directly by the plan sponsor, charged directly to the participants through the plan’s record-keeper or deducted directly from the client's account through the custodian that holds the client's assets. All fees are payable quarterly in arrears based on the market value of the Plan’s total assets on the last business day of the previous quarter. The fees for any quarter will be payable as of the beginning of the month immediately following t h e p r i o r quarter end. The advisor will prorate fees for the Plan b a s e d o n t h e d a t e the Account is initiated or terminated during a calendar quarter. Unless indicated, flat fees are subject to an annual inflation adjustment. The fees above reflect our only compensation and do not include any third-party brokerage commissions, transaction fees, and other related costs and expenses incurred in connection with providing investment management services to the Plan. Mutual funds and ETFs also charge internal management fees, which are disclosed in the fund’s prospectus. Such charges, fees and commissions are in addition to the annual investment management fee. Item 6: Performance-Based Fees and Side-By-Side Management We do not charge performance-based fees. Item 7: Types of Clients 7  We provide investment advice to individuals, investment advisers, investment companies, pension, profit sharing and other forms of retirement plans, trusts, estates, charitable organizations, and corporations. Item 8: Methods of Analysis, Investment Strategies and Risk of Loss Individual accounts are actively managed under an investment advisory agreement that grants ACM discretionary authority. Institutional and Retirement Plan accounts may be served on a discretionary or non-discretionary basis, designated in our Agreement. Most investment recommendations consist primarily of mutual funds and ETFs on our list of approved funds. We may also utilize alternative investments to enhance diversification. Our Investment Committee screens virtually all open-end mutual funds and ETFs with respect to such criteria as Morningstar (or other applicable rating agencies) fund ratings, risk- adjusted performance, fund size, manager tenure and availability of the fund to new investors. Once these funds have been identified, further fundamental analysis narrows the list of funds into a select group of funds known as the Approved List. From this list, we build model portfolios based upon a client’s risk tolerances, investment objectives, investment time horizon, income needs and tax circumstances. The approved list and subsequent portfolios are reviewed quarterly for appropriateness by our investment committee. Custom portfolios may be constructed as customer circumstances and strategies require differing approaches to investing such as those required by high net worth individuals or “qualified investors”. We may also use other securities such as individual stocks, corporate bonds, municipal bonds, U.S. government and agency securities, certificates of deposit and other securities that are added to our Secondary Approved List as client needs or circumstances may dictate. Investments are held in portfolios until it is determined that the strategy of the portfolio may be adversely affected by continuing to hold the security or other opportunities are identified which may better accomplish the goals of the portfolio. Asset classes and allocations of the portfolio may be shifted to take advantage of market opportunities or to take defensive positions against loss of principal. Clients should be aware that investing in securities involves the risk of loss that they should be prepared to bear. Investments are not FDIC insured against loss and principal values at the time of redemption will fluctuate and may be worth more or less than original investments. Diversification cannot eliminate all risks associated with investing, even when diversified pooled investment vehicles such as mutual funds and ETFs are used. Mutual funds and ETFs are primarily exposed to market risk, which cannot be reduced through diversification. Following are some of the risks associated with our investment approach: Mutual Funds – The performance of mutual funds is subject to market risk, including the possible loss of principal. The price of the mutual funds will fluctuate with the value of the underlying securities that make up the funds. The price of a mutual fund is typically set daily; therefore, a mutual fund purchased at one point in the day will typically have the same price as a mutual fund purchased later that same day. ETFs – The performance of ETFs is subject to market risk, including the possible loss of principal. The price of the ETFs will fluctuate with the price of the underlying securities that make up the funds. In addition, ETFs have a trading risk based on the loss of cost efficiency if the ETFs are traded actively and a liquidity risk if the ETFs have a large bid-ask spread and low trading volume. The price of an ETF 8  fluctuates based upon the market movements and may dissociate from the index being tracked by the ETF or the price of the underlying investments. An ETF purchased or sold at one point in the day may have a different price than the same ETF purchased or sold a short time later. Alternative Asset Classes – Alternative investments are long-term in nature, often illiquid, subject to lockup periods, capital calls, and other terms that may limit or severely restrict redemption, control and marketability and be subject to management fees that are more than fees for Traditional Assets. Alternative investments can be subject to greater volatility and risk of loss than traditional securities. Private securities such as debt, equity or real estate are also subject to pricing risk due to its illiquidity and lack of publicly available pricing. Structured Products have the risk of loss due to market conditions, as well as counterparty risk of loss if the issuing firm has financial difficulties, they also have liquidity risk since they typically can only be sold back to the issuing firm. We may also utilize limited liquidity vehicles such as interval funds which only allow quarterly distributions of a limited amount that may force the investor to wait a long period of time for the return of their investment. Fixed Income – Investments generally pay a return on a fixed schedule, though the amount of the payments can vary. This includes corporate and government debt securities, leveraged loans, high yield, and investment grade debt and structured products, such as mortgage and other asset-backed securities, although individual bonds may be the best known type of fixed income security. In general the fixed income market is volatile, and fixed income securities carry significant interest rate risk. (As interest rates rise, bond prices usually fall, and vice versa. This effect is usually more pronounced for longer-term securities.) Fixed income securities also carry inflation risk, liquidity risk, call risk and credit and default risks for both issuers and counterparties. The risk of default on treasury inflation protected/inflation linked bonds is dependent upon the U.S. Treasury defaulting, but these bonds still carry a risk of losing share price value. Risks of investing in foreign fixed income securities also include the general risks inherent in non-U.S. investing. Annuities – These retirement products are for those who may have the ability to pay a premium now and want to guarantee they receive certain payments or a return on investment in the future. Annuities are contracts issued by a life insurance company designed to meet requirements or other long-term goals. An annuity is not a life insurance policy. Variable annuities are designed to be long-term investments, to meet retirement and other long-range goals. Variable annuities are not suitable for meeting short-term goals because substantial taxes and insurance company charges may apply if you withdraw your money early. Variable annuities also involve investment risks, just as mutual funds do. Direct Indexing – Advance Capital will sometimes recommend certain Independent Managers who employ direct indexing investment strategies that seek to enhance after-tax performance of a specific benchmark, which may be unable to harvest losses due to various factors. Market conditions may limit the ability to generate tax losses. A tax loss realized by a U.S. investor after selling a security will be negated if the investor purchases the security within thirty days. Although the manager attempts to avoid “wash sales” and temporarily restricts securities it has sold at a loss to prevent wash sales, a wash sale can occur inadvertently because of trading by a client in portfolios not managed by the manager, in other accounts managed by Advance Capital, or within other direct indexed accounts. Direct indexed mandates of non-liquid securities (e.g., small cap U.S. equities, distressed companies, ADRs) can carry significant bid-ask spreads that detract from pre-tax performance. Direct Indexing performance can meaningfully deviate from the performance of the benchmark the strategy attempts to replicate. Cryptocurrency – Cryptocurrency investing refers to trading in digital/virtual currencies, such as Bitcoin, that are not backed by real assets or tangible securities and are more volatile than traditional currencies 9  and financial assets. Digital currency is a digital representation of value that functions as a medium of exchange, a unit of account, or a store of value, but it does not have legal tender status. Digital currency is not backed or supported by any government or central bank. Digital currency’s price is completely derived by market forces of supply and demand, traded between consenting parties with no broker and tracked on digital ledgers commonly known as blockchains. Investing in digital currency comes with significant risk of loss that a client should be prepared to bear and, due to the nature of cryptocurrencies, clients are exposed to the risks normally associated with investing but also unique risks not typical of investing in traditional securities. These include, but are not limited to, volatile market price swings or flash crashes, market manipulation, economic, regulatory, technical, and cybersecurity risks. Please also see below for additional description/properties: • Unregulated – Digital currency markets and exchanges are not regulated with the same controls or customer protections available in fixed income, equity, option, futures, or foreign exchange investing. • Increased Price Volatility – The price of cryptocurrency is constantly fluctuating. Trades or balances can surge or drop suddenly. These fluctuations mean that the price can drop to zero. • Susceptible to Error/Hacking – Technical glitches, human error and hacking can occur, which typically do not affect traditional securities to the same extent. • Forks – This implies a splitting of the chain on which the cryptocurrency runs, which makes it go in a different direction, with different rules than the existing blockchain. • Soft Fork – only a protocol change; the cryptocurrency continues to work on the original blockchain rules. • Hard Fork – a permanent divergence in the blockchain. Cryptocurrency ETFs – For certain clients, Advance Capital may recommend ETFs that track the price performance of one or more cryptocurrencies by investing in a portfolio linked to their instruments. Crypto ETFs can track the value of cryptocurrencies by investing in futures contracts for digital currency, or by investing in digital currencies directly. Cryptocurrency investing refers to trading in digital/virtual currencies, such as Bitcoin, that are not backed by real assets or tangible securities and are more volatile than traditional currencies and financial assets. In general, investing in instruments the value of which are derived from or based on crypto assets, is highly speculative and subject to numerous risks. Risks associated with Crypto ETFs include but are not limited to; the cost to own these ETFs may be more than owning the actual crypto (but may eliminate the risk of investors being hacked or losing passwords or private keys needed to access their investment when it is stored in a secure bitcoin wallet), the risk of the individual ETF fund company failure, (which would require liquidation of the fund and the costs associated with the failure of the company), risk of underlying assets being blocked by regulatory authorities, reinvestment risk, high transaction costs and limited historical data. Additionally, Crypto ETFs may have no earnings, dividends, or interest payments generated by underlying holdings. operational and management costs may decrease the value of the ETF. Expense ratios should be considered and understood as presented in the ETF Prospectus. Due to the above risk factors along with other associated risks, we have assessed that the value oft risk at any given time is always 100% downside, therefore, we must limit total exposure along with carefully considering the risks and needs of each individual investor. Item 9: Disciplinary Information 10  Neither our firm nor any of our management personnel have been involved in any legal or disciplinary proceedings during the past 10 years that is material to a client (or a prospective client) evaluation of our advisory business or the integrity of our management. Specifically, there have been no administrative proceedings before the United States Securities and Exchange Commission or any other foreign, federal, or state regulatory agency, and there have been no proceedings by a self- regulatory organization involving our firm or any of our management persons. Item 10: Other Financial Industry Activities and Affiliations We are not registered as a broker-dealer, and none of our management persons are registered representatives of a broker-dealer. Neither our firm nor any of our management are registered as (or associated with) a futures commissions merchant, commodity pool operator, or a commodity trading advisor. Item 11: Code of Ethics, Participation, or Interest in Client Transactions and Personal Trading We have adopted a Code of Ethics that complies with SEC Rule 204A-1. Our Code of Ethics governs the personal securities trading activities of our “supervised persons”, which include any owner, manager, employee, or other person who provides investment advice on our behalf and who is subject to supervision and control by us. The Code recognizes that all supervised persons owe a fiduciary duty to our clients, including a duty to conduct their personal securities transactions in a manner that does not interfere with the transactions of a client or otherwise take unfair advantage of the relationship with a client. The Code contains specific principles of conduct, prohibits certain types of securities trading activities by a supervised person, and requires “Access Persons” to file an initial holding report with our Chief Compliance Officer as well as quarterly transactions reports showing all personal trades made during each quarter or to provide copies of brokerage trade confirmations and monthly brokerage statements to the compliance department. A copy of our Code of Ethics will be provided without charge to any client who requests it by calling 800-345-4783 or by writing to the Chief Compliance Officer at One Towne Square, Suite 444, Southfield, MI 48076. We do not act as a principal in any transactions. In addition, we do not act as the general partner of a fund or advise an investment company. We do not have a material interest in any securities traded in client accounts. We allow supervised persons to purchase or sell the same securities that may be recommended to and purchased on behalf of clients. Owning the same securities that are recommended to clients presents a conflict of interest that, as fiduciaries, must be disclosed to clients and mitigated through policies and procedures. As noted above, we have adopted the Code to address and mitigate any potential conflicts that may arise. While we allow supervised persons to purchase or sell the same securities that may be recommended to and purchased on behalf of clients, such trades are typically aggregated with client orders or traded afterward. At no time will we, or any supervised person, transact in any security to the detriment of any client. Item 12: Brokerage Practices 11  We utilize Charles Schwab Advisory Services (“Schwab”) for custodial services. All fee-based client trades are placed through Schwab. Schwab seeks to execute trades at the best available price, and at a price better than the National Best Bid or Offer. This means executing client orders below the best offer for buys or above the best bid for sells. Research and Other Soft Dollar Benefits: We do not have any soft dollar arrangements. Brokerage for Client Referrals: We do not receive client referrals from brokers. Directed Brokerage: We will use Schwab for custody and brokerage services for accounts that are fee based. With the use of Schwab for brokerage executions, we generally will not accept other directed brokerage requests from clients and cannot guarantee best execution in securities transactions beyond what can be obtained through Schwab. We may accept custody and brokerage services at our discretion in cases where client circumstances warrant acceptance and scenarios that are advantageous to us. Not all investment advisers require clients’ direct execution in securities transactions through one broker. From time to time, we may be in the position of buying or selling the same security for several clients at approximately the same time. Because of market fluctuations, the prices obtained on such transactions on a single day may vary substantially. In such situations, some clients will receive prices more favorable than other clients. To more equitably allocate the effects of such market fluctuations, we may use an averaging procedure for certain transactions, under which purchases, or sales of a particular security will be combined (“batched”) for all accounts trading in the same security on the same day. In such cases, the prices shown on confirmation reports for these purchases or sales will be the average execution price for the batch. In certain situations, batched orders entered may not be completely filled, and in such event we will pro-rate the completed portion of the order to ensure that all clients participating in the batched order will receive an allocated portion of the completed transaction. Item 13: Review of Accounts Each individual account is generally reviewed annually, at a minimum, by the client’s financial adviser. Institutional accounts are generally reviewed and discussed with the client each quarter. Regular written reports are prepared on a quarterly basis for most advisory clients. Written reports contain the following information concerning the client’s portfolio: asset classes and allocations, portfolio holdings and market values, account activity summary and performance. Each quarter the Investment Committee reviews model portfolios and all securities on the approved list for appropriateness, however, no written report is sent to the client. Clients receive monthly or quarterly statements from the custodian containing account activity and balances. All retirement plan investment options undergo a due diligence review by our Investment Committee every quarter. Each plan sponsor is provided with regular due diligence reports of their specific plan lineup and a comprehensive plan review at least annually with their adviser. Clients may receive additional reviews if prudent based on complexity and additional factors. Item 14: Client Referrals and Other Compensation Client Referrals - We may directly compensate employees for client referrals. Clients do not pay additional advisory fees or expenses because of our existing referral arrangements, and referral fees paid to an employee are contingent upon clients entering into an advisory agreement with ACM. An employee, 12  therefore, has a financial incentive to recommend our firm for advisory services. Although this conflict of interest exists, clients are not obligated to retain our firm for advisory services. We also participate in the Ramsey Solutions Smartvestor Pro program. In the program Advance Capital Management pays a monthly fee to Ramsey Solutions who provide the names of Smartvestor Pro participants when requested by visitors to the Ramsey Solutions website. The referral is based on geography so Advance Capital Management cannot pay a higher rate to receive priority referral positioning. Other Compensation - These include the following products and services (provided without cost or at a discount): receipt of duplicate client statements and confirmations; research related products and tools; consulting services; access to a trading desk serving advisory participants; access to block trading (which provides the ability to aggregate securities transactions for execution and then allocate the appropriate shares to client accounts); the ability to have advisory fees deducted directly from client accounts; access to an electronic communications network for client order entry and account information; access to mutual funds with no transaction fees and to certain institutional money managers; and discounts on compliance, marketing, research, technology. As part of our fiduciary duties to clients, we always endeavor to put the interests of our clients first. Clients should be aware, however, that the receipt of economic benefits by us or our related persons, in and of itself, creates a potential conflict of interest and may indirectly influence our choice of Schwab for custody and brokerage services. We also participate in the Riskalyze "No Platform Fee" (NPF) Elite Discount Program. Riskalyze provides a discount program towards their software licenses for advisors placing assets in funds on its "NPF Elite" fund list. We and Riskalyze have entered into a separate agreement to govern the terms of the provision of this discount program. Our receipt of this discount program raises potential conflicts of interest. Eligibility for the discount is established by totaling the amount of assets we have placed on the NPF Elite fund assets list. If our assets fall below the threshold for our enrolled discount, Riskalyze will reverse the applicable discounts for the software licenses. If our assets rise, we may qualify for an additional discount. Our receipt of this discount does not diminish our duty to act in the best interest of our clients, including following our rigorous investment process where we screen funds, perform due diligence, vet the investment manager, and only use funds that make it to our Approved List as previously discussed. From time to time, we are provided with marketing and due diligence support by Fund companies. Typically, that support is in the form of funds used to defray costs associated with client dinner events and travel costs associated with certain investment due diligence trips. The client dinner events, and due diligence may be used to benefit and service all or a substantial number of our accounts, including accounts not holding any Fund company shares. Our receipt of this additional compensation does not diminish our duty to act in the best interests of our clients. Item 15: Custody We do not maintain custody of any client funds or securities, other than the ability to authorize the custodian to deduct advisory fees from client accounts, or in certain circumstances where we have authority to transfer money from client account(s), which is authorized in writing by the client via a standing letter of authorization (SLOA). Accordingly, we will follow the safeguards specified by the SEC and forego an annual audit. At least quarterly, the custodian will send statements to clients for each account. Clients should review these statements carefully as all activity in the account will be reflected on these 13  statements. Item 16: Investment Discretion In fee-based accounts, individual clients have signed investment advisory agreements giving ACM discretionary investment authority over the account. Discretion refers to the authority of the investment adviser to make purchase and sale decisions (including which securities to select and how much to buy or sell) in the client’s account. We will not make any trades within client accounts until we have entered into an investment advisory agreement with a client. Institutional accounts and Retirement Plans may be served on a discretionary or non-discretionary basis, as designated in our Agreement. Item 17: Voting Client Securities In accordance with its fiduciary duty to clients and Rule 206(4)-6 of the Investment Advisers Act, we have adopted and implemented written policies and procedures governing the voting of client securities. All proxies that we receive will be treated in accordance with these policies and procedures. We have engaged the services of Broadridge’s ProxyEdge platform to vote and maintain records of all proxies. The Broadridge open architecture platform allows us to choose from several different proxy advisory firms to make recommendations on how our firm should vote for the proxies. We have selected “Glass Lewis” as the current adviser, who considers the reputation, experience, and competence of a company’s management and board of directors when it evaluates an issuer. Our complete proxy voting policy, procedures, and those of its proxy voting service providers, are available for client review. In addition, our complete proxy voting record is available to our clients, and only to our clients. Clients should contact us at the phone number listed with questions or to review documents. Item 18: Financial Information We are not required to include in this brochure our balance sheet for the most recent fiscal year, because we do not require or solicit prepayment of more than $1,200 in fees per client six months or more in advance. We are not aware of any financial condition that would impair our ability to meet our contractual commitments to our clients, and we have not been the subject of a bankruptcy petition at any time during the past 10 years. 14  Privacy Policy As part of our business, certain client nonpublic personal financial information is obtained. This information is provided to employees on a need- t o - k n o w basis to service accounts. This information includes data received on applications and other forms, as well as transactional information, including the following: Name, Address, phone numbers Investment Activity Assets under management Fees and expenses Beneficiaries Account Numbers and Balances Social Security Number(s) Other Assets held Email accounts Trust documents Any personal or financial information provided to us is kept strictly confidential. We restrict access to personal and financial information to those employees who need to know such information to provide products and services. Client account information will be disclosed to certain third parties only as necessary to provide investment advisory services that the client has requested or authorized, or to maintain and service the client’s account. Client account information may also be disclosed as required by regulatory authorities or law enforcement officials who have jurisdiction over ACM. Physical, electronic, and procedural safeguards are in place to guard confidential information. Business Continuity Plan The Advance Capital Companies (“Advance Capital”) have a Business Continuity Plan (“Plan”) in place which addresses how the firms will respond should there be a significant business disruption. Procedures are in place to safeguard employees’ lives and firm property, make financial and operational assessments, quickly recover and resume operations, protect books and records and allow customers to transact business. Advance Capital does not provide specific details of its Plan to maintain security. However, this Plan specifically addresses the ability of the firm to recover from various situations ranging from simple outages to major incidents and includes the following: • Alternative physical locations • Customer access to funds • Data back-up and recovery • Operational and financial assessments • Identification of mission-critical systems • Alternative communications with customers, employees, and regulatory agencies • Identification of critical business constituents and banks The Plan is reviewed as necessary, but no less frequently than annually, to ensure that it addresses any technological, business, and regulatory changes. The Plan is subject to change as appropriate and material changes will be posted on the firm’s website www.acadviser.com . 15  Customer Identification and Verification In addition to the information we must collect under the USA Patriot Act, we have established, documented, and maintained a written Customer Identification Program (“CIP”). identification and compare that Prior to opening an account, Advance Capital will collect certain minimum customer identification information; verify the identity of everyone who opens an account; record the customer identification information, verification methods and results; provide notice to customers that we will seek proper information with government-provided lists of individuals suspected of terrorist activity. Appropriate documents for verifying the identity of customers include, but are not limited to, the following: For an individual, an unexpired government-issued identification evidencing nationality, residence, and bearing a photograph or similar safeguard, such as a driver’s license or passport; and For a non-person, (i.e., Trust, Business, Foundation, etc.), documents showing the existence of the entity, such as certified articles of incorporation, a government-issued business license, a partnership agreement, or a trust instrument. Who to Contact Requests for information may be made via electronic mail on our website under the “Contact Us” heading at www.acadviser.com. Page intentionally left blank 16  (800) 345-4783 Southfield, Michigan (800) 345-483 Ann Arbor, Michigan (800) 444-1053 Grand Rapids, Michigan (800) 345-4783 Saginaw, Michigan (800) 457-4304 Independence, Ohio (800) 345-4783 Traverse City, Michigan (800) 327-3770 Lisle, Illinois (800) 345-4783 Dallas, Texas