# RETIREMENT PLAN ADVISORS, INC. X-17A-5 (2019-02-22) — Broker-dealer annual report - Company: RETIREMENT PLAN ADVISORS, INC. - Form: X-17A-5 - Filed: 2019-02-22 - Period: 2018-12-31 - Accession: 0001135450-19-000001 - CIK: 1135450 - File #: 8-53159 - Material weakness: No - Auditor: Topel Forman L.L.C. - Auditor location: Chicago, IL - Contact: Vernon Kempker - Phone: 5736594443 - Signed by: Vernon Kempker (Chief Financial Officer) Original filing: https://www.sec.gov/Archives/edgar/data/1135450/000113545019000001/rpaincfinstatements122018.pdf --- {0}------------------------------------------------ #### RETIREMENT PLAN ADVISORS, INC #### FINANCIAL STATEMENTS DECEMBER 31, 2018 AND 2017 {1}------------------------------------------------ UNITE.DST ATF.S SECURITIES A1'1l> EXCHANG.ECOMMISSION **Washington,** D.C. 20~49 0MB APPROVAL OMBNumber: 3235-0123 Expires: August 31, 2020 Estimated average burden hours r res nse ... .. . 12.00 # **ANNUAL AUDITED REPORT FORM X-17A-5 PARTIII** | | SEC ALE NUMBER | |----|----------------| | | | | 8- | | **FACING PAGE** Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule J7a-5 Thereunder | REPORT FOR THE PERIOD BEGINNING 01/01/18 | | AND ENDrNG 12/31/18 | ----------- | | | |-------------------------------------------------------|----------------------------------------------------------------------------|---------------------|--------------------------------|--|--| | | MMlDDIYY | | MMIDD/YY | | | | | A. REGISTRANT 1DENT1FICAT10N | | | | | | NAME Of BROKER-DEALER: Retirement Plan Advisors, Inc. | | | OFFICIAL USE ONLY | | | | | ,\DDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | FIRM 1.0. NO. | | | | 105 West Adams Street, Suite 2175 | | | | | | | | ( No at1d St reel) | | | | | | Chicago | IL | 60603 | | | | | (Chy) | (State) | (Zip Code) | | | | | | NAME AND TELEPHONE NUMBER Of PERSON TO C'ONT AC'T IN REGARD TO THIS REPORT | | | | | | Vemo11 Kemput" | | (573)859,4443 | (Arca Code - Telephone Number) | | | | | 8. ACCOlJNTANT LDENTIFlCATION | | | | | | | | | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report• | | | | | | TopelFom1an
1 LLC | | | | | | | | (N1111e - I/ lrtdl,"""'11, SIDI~ ltut. jlnt. "''""'~ lllllllt') | | | | | | | 500 N. Michigan Ave, Suite 1700 Chicago | IL | 60611 | | | | (Address I | (C11yJ | (Statt) | (Zip Code) | | | | CHECK ONE: | | | | | | | ll'!cenitied Public Accountant | | | | | | | Public Accountant | | | | | | | B | Accountant not resident in United States or any of its possessions. | | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | | | | | | | *'Claims for exentptionfrom the requinment that the annual r,:port be coi•ered by the opinion of an independent public accountant* m1m *be supported by a starement of facts and circumstances relied on as the basis for the exemption. &e Sec1ion l./0.* / 1a-j(e)(l) > Potential pen1ona who are to respond to the eollectlon of Information contained In this form are not requlr.•d. to rHpond unlesa the form **dt1play1 a** currently valld 0MB control number. {2}------------------------------------------------ #### OATH OR AFFlRMATlON | J, Vernon Kempker | , swear (or affirm) that, to the best of | |------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | --------------
Retirement Plan Advisors. Inc.
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- | m) knowledge and belief the accompanying financial statement and supponing schedules pertaining to the firm of
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as | | of December 31 | are true and correct. I further swear (or affirm) that | | classified solely as that of a customer, except as follows: | neither the company nor any partner, proprietor, principal officer or director has any proprietary interest in any account | | | | | | Signature
Chief Financial Officer
Title | | fhis report u
. contains (check all applicable bo.'0 (a) racing Page.
[ZJ (b) Statement of Financial Condition.
~ (d) Statement of Changes in Financial Condition.
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(g) Computation of Net Capital.
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[:Z] (j} | [Z) (c) Statemenl of Income (Loss) or. if 1here is ottier comprehensive income in the period(s) presented. a Statement
of Comprehensive Income (as defined in §210.1-02 of Regulation S-X).
(e) Statement of Changes in Stock.holders' Equity or Par1ners' or Sole Proprietors' Capital.
(f) Statement of Changes in Liabilities Subordinated to Claims of Creditors.
(h) Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3.
(i) Information Relating to the Possession or Control Requirements Under Rule I 5cJ-3.
A Reconciliation, including appropriate explanation of the Computation of Net Capital Under Rule I 5cJ-1 and the | | consolidation.
§ (I) An Oath or Affirmation.
(m) r\ copy of the SIPC Supplemental Report. | Computation for Determination of the Reserve Requirements Under Ex.hi bit A of Rule l 5cJ-3.
D (k) A Reconciliation between the audited and unaudited Statements of Financial Condition with respect to methods of
(n) A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit. | •• *For conditions of confidential rreutmenl of c:erlain portions nf lhis filing. see section* 140. *I 7a~5(e )(* J). {3}------------------------------------------------ #### INDEX | Report oflndependent Registered Public Accounting Firm | 1 | |-------------------------------------------------------------------------------------------------------------------------------------------------|------| | Statements of Financial Condition as of December 31, 2018 and 2017 | 2 | | Statements of Operations for the years ended December 31, 2018 and 2017 | 3 | | Statements of Changes in Stockholder's Equity for the years ended
December 31, 2018 and 2017 | 4 | | Statements of Cash Flows for the years ended December 31, 2018 and 201 7 | 5 | | Notes to Financial Statements | 6-12 | | Supplementary Information | | | Computation of Net Capital as of December 31, 2018
Schedule I - | 13 | | Computation for Determination of the Reserve Requirement
Schedule II -
Under Rule 15c3-3 oftbe Securities and Exchange Commission | 14 | | lnformation Relating to the Possession or Control Requirements
Schedule III -
Under Rule 15c3-3 of the Securities and Exchange Commission | 15 | | Independent Registered Public Accounting Firm Review of the Exemption
Report SEA Rule 17a-5(g)(2)(ii) | 16 | | Exemption Report SEA Rule 17a-S(d)(4) | 17 | {4}------------------------------------------------ • Tope~.!:?o~~~,~~ #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholder of Retirement Plan Advisors, Inc. #### **Opinion on** the **Financial** Statements We have audited the accompanying statement of financial condition of Retirement Plan Advisors1 Inc. ( an II linois S-Corporation and wholly-owned subsidiary), as of December 31, 2018 and 2017, the related statements of operations; changes in stockholders' equity, changes· in liabilities subordinated to claims of general creditors, and cash flows for the years then ended, and the related notes to the financial statements. In our opinion, the financial statements present fairly, in all material respects, the financial position of Retirement Plan Advisors, Inc. as of December 31, 2018 and 20 l 7, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. #### **Bruiis for Opinion** These financial statements are the responsibility of Retirement Plan Advisors, Inc.'s management. Our responsibility is to express an opinion on Retirement Plan Advisors, Inc.'s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required *to* be independent with respect to Retirement Plan Advisors, Inc. in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. **We** conducted our audit in accordance with the' standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the. risks of material misstatement of the financial statements, whether due to error or fraud, ·and performing procedures that respond to those risks. Such procedures included examining. on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overali presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. #### **Su ppiemen tal Information** The supplementary infonnation included on pages 13-15 has been subjected to audit procedures performed in conjunction with the audit of Retirement Plan Advisors, Inc. 's financial s.tatements. The supplemental information is the responsibility of Retirement Plan Advisors, Inc.'s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated. whether the supplemental information, including its form and content, is presented in conformity with 17 C.F .R. §240.17a-5, In our opinion, the supplemental infonnation is fairly stated, in all material respects, in relation to the financial statements as a whole. *T~F~t,,u.* Certified Public Accountants We have served as Retirement Plan Advisors, Inc.' s auditor since 20 I 1. Chicago, Illinois February 20, 2019 500 N. Michigan Avenue, Suite 1700 Chicago, IL 60611 312-642-0006 audit • tax • consulting www.topelforlnan.com 999 18th Street, Suite 1605N Denver, CO 80202 720-588-4707 {5}------------------------------------------------ # RETIREMENT PLAN ADVISORS, INC ST A TEMENTS OF FINANCIAL CONDITION DECEMBER 31, 2018 AND 2017 | | 2018 | 2017 | |--------------------------------------------|---------------|-----------------| | ASSETS | | | | Cash and cash equivalents | \$
354,653 | \$
585,0J 1 | | Commissions receivable | 430,520 | SJ 1,673 | | Prepaid expenses and other assets | 22,473 | 37,805 | | TOTAL ASSETS | \$
807,646 | \$
1,154,509 | | LIABilJTIES AND STOCKHOLDER'S EQUIIT | | | | Due to RPA, TJ
,C | \$
165,406 | \$
210,187 | | Due to RPAG, Inc. | 15,900 | 16,800 | | Accrued expenses | 132,835 | 180,884 | | Total Liabilities | \$
314,141 | \$
407,871 | | Stockholder's Equity | 493,505 | 746,638 | | TOTAL LIABILITIES AND STOCKHOLDER'S EQUllY | \$
807,646 | \$
1,154,509 | {6}------------------------------------------------ #### RETIREMENT PLAN ADVISORS, INC STATEMENTS OF OPERATIONS YEARS ENDED DECEMBER 31, 2018 AND 2017 | | 2018 | 2017 | |--------------------------------------|-----------------|-----------------| | REVENUES: | | | | Commission income | \$
3,476,737 | \$
3,801,689 | | Interest income | 4,322 | 3,373 | | Total Revenues | \$
3,481,059 | \$
3,805,062 | | OPERATING EXPENSES: | | | | Administration/operations charges | \$
1,082,054 | \$
1,172,100 | | Computer technolof:.'Y charbres | 24,422 | 19,347 | | Employee compensation and benefits | 1,467,698 | 1,475,822 | | Insurance | 43,623 | 40,932 | | T .icenses and pennits | 34,073 | 32,758 | | 0 ffice expenses | 3,724 | 3,568 | | Professional fees | 13,647 | 16,666 | | Total Operating Expenses | \$
2,669,241 | \$
2,761,193 | | Net Income Before Income Tax Expense | \$
811,818 | \$
1,043,869 | | Income tax expense | \$
14,951 | \$
20,617 | | Net Income | \$
796,867 | \$
1,023,252 | {7}------------------------------------------------ ### RETIREMENT PLAN ADVISORS, INC STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY YEARS ENDED DECEMBER 31, 2018 AND 2017 | | | Additional | | Total | |-----------------------------------|------------|--------------|--------------|---------------| | | Corrnnon | Paid | Retained | Stockholder's | | | Stock | In Caeital | Earning; | Equity | | Balances at December 3 1, 2016 | \$ 368,026 | 17,581
\$ | \$ 278,989 | 664,596
\$ | | Net income | | | 1,023,252 | 1,023,252 | | Distnbutions | | | (950,000) | (950,000) | | Compensation expense | | 8,791 | | 8,791 | | Balances at December 3 I . 20 I 7 | \$ 368,026 | 26,372
\$ | \$ 352,240 | 746,638
\$ | | Net income | | | 796,867 | 796,867 | | Distributions | | | (1,050,000) | (1,050,000) | | Reclass to cormnon stock | 26,372 | (26,372) | | | | Balances at December 3 I , 2018 | \$ 394,398 | \$ | 99,107
\$ | 493,505
\$ | The Company has 1,000,000 authorized shares of no par value common stock, of which 102,000 were issued and outstanding at December 31, 2018 and 2017. {8}------------------------------------------------ ### RETIREMENT PLAN ADVISORS. INC STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2018 AND 2017 | CASH FLOWS FROM OPERATING ACTIVITES: | 2018 | 2017 | |----------------------------------------------------------|-----------------|-----------------| | Net Income | \$
796,867 | \$ 1,023,252 | | Adjustments to reconcile net income to net cash provided | | | | by operating activites: | | | | Compensation expense | | 8,791 | | (Increase) Decrease In: | | | | Commissions receivable | 101,153 | (61,083) | | Due from advisors | | 19,660 | | Prepaid expenses and other current assets | 15,332 | (I 5,701) | | Increase (Decrease) In: | | | | Due to RP A, LLC | (44,781) | 18,871 | | Accrued expenses | (48,049) | (83) | | Due to RP AG, Inc. | (900) | 4,800 | | NET CASH PROVIDED BY OPERATING ACTIVITIES | \$
819,622 | \$
998,507 | | CASH FROM INVESTING ACTIVITIES: | | | | Advances to stockholders | \$
(143,806) | \$
(135,417) | | RepayITX!nts from stockholders | 143,806 | 135,417 | | NET CASH FROM INVESTING ACTIVITIES | \$ | \$ | | CASH FROM FINANCING ACTIVITIES: | | | | Distributions | \$(1,050,000) | \$
(950,000) | | NET CASH USED BY FINANCING ACTIVITIES | \$(1,050,000) | \$
(950,000) | | NET INCREASE IN CASH AND CASH EQUIV ALEN TS | \$
(230,378) | \$
48,507 | | CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 585,031 | 536,524 | | CASH AND CASH EQUIVALENTS, END OF YEAR | \$
354,653 | \$
585,031 | {9}------------------------------------------------ ### **1. NATURE OF OPERATIONS:** Retirement Plan Advisors, Inc. (the "Company" or "RPA, Inc.") is an introducing broker-dealer registered under the Securities Exchange Act of 1934 and is regulated by Financial Industry Regulatory Authority (FINRA). The Company is an Illinois Corporation. Effective January 1, 2014, the Company became a wholly owned subsidiary of Retirement Plan Advisors Group, Inc. ("RP AG, Inc."). # **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:** # *ESTTMA TES AND ASSUMPT70NS* The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. # *INCOME TAXES* Effective January 1, 2014, the Company is included in the consolidated federal income tax return filed by RPAG, Inc. In addition, on January 1, 2014 the Company filed a Qualified Subchapter S Subsidiary election and as a result the Company became a disregarded entity for income tax purposes and is no longer subject to income taxes. In lieu of corporate income taxes, the Company's taxable income is passed through to RPAG, Inc. who is taxed on the income. The FASB provides guidance for how uncertain tax positions should be recognized, measured. disclosed and presented in the financial statements. This requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company's tax return to determine whether the tax positions are "more-likely-than-not" of being sustained "when challenged" or "when examined" by the applicable tax authority. Tax positions not deemed to meet the morelikely-than-not threshold would be recorded as a tax: benefit or expense and liability in the current year. Management has determined there are no uncertain tax positions as of December 3 1, 2018 or 2017. RPAG, Inc. files U.S. Federal and Illinois income tax. returns. RPAG, Inc. income tax returns for years prior to December 31, 2016 are no longer subject to examination. If applicable, the Company would recognize penalties and interest related to income taxes in income tax expense. {10}------------------------------------------------ # **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (CONTINUED)** # *CASH AND CASH EOl!IVALLNn•;* The Company considers all unrestricted demand deposits, money market funds and highly liquid investments with original maturities of three months or less. and all certificates of deposit to be cash and cash equivalents. ### *SEC[ !RIT!E5,' AND FEES* Securities transactions and fees are recorded on the trade date as transactions occur. ### *COMMISSION INCOME* Commission income is recognized when earned and is based on a percentage of ongoing premium based contributions and/or a percentage of assets under management. ### *COMMISSIONS* RrX~f,1 t AHJ.f; Commissions receivable, which represent commissions earned but not yet received are unsecured, generally requiring payment within 30 days of the month or quarter end and are stated at the amounts calculated based on customer contracts. Interest is not charged for unpaid receivables. AJI commissions receivable are considered collectible as of December 31, 2018 and 2017, and therefore the Company has not recorded an allowance for doubtful accounts. # *IMP A!RMENT OF LONG-JIVED ASSETS* The Company reviews long-lived assets. including intangible assets. for impairment whenever events or changes in business circumstances indicate that the carrying amount of an asset may not be fully recoverable, but no less than annually. An impairment loss could be recognized when the estimated future cash flows from the use of the asset are less than the carrying amount of that asset. To date, there have been no such impairment losses. # *AC'COUNJ:f•; PAYABLL. AND AC'CRUED L'XPliNSE'i* Accounts payable and accrued expenses represent expenses incurred but not yet paid and generally require payment within 30 days of the month or quarter end. # *FAIR VALUL' OFJ•JNANCIAL INS1JU!MLNTS* The Company's short-tenn financial instruments consist of cash, certificates of deposit, receivables, and current liabilities. The carrying value of these short-term instruments approximates their estimated fair values based on the instruments' short-term nature. {11}------------------------------------------------ # **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (CONTINUED)** # *COMPENSAllON r.XPENSE* During 2014, the Company's parent (RPAG, Inc.) granted options to purchase RPAG, Inc. stock to an employee. A portion of the related compensation expense has been allocated to the Company pursuant to an expense sharing agreement. The Company was allocated compensation expense of \$8,791 during the year ending December 3 1, 2017. The Company is not required to pay RPAG, Inc. for these expense allocations; therefore, it has been recorded as additional paid-in capital in the accompanying financial statements. When the employee exercised the options, the Company reclassed the related compensation cost from additional paid-in capital to common stock. # *REVENUE RECOGNITION* In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09), which amends the existing accounting standards for revenue recognition. In August 2015, the F ASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which delays the effective date of ASU 2014-09 by one year. The FASB also agreed to allow entities to choose to adopt the standard as of the original effective date. In March 2016, the FASB issued Accounting Standards Update No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (ASU 2016-08) which clarifies the implementation guidance on principal versus agent considerations. The guidance includes indicators to assist an entity in determining whether it controls a specified good or service before it is transferred to the customers. The new standard further requires new disclosures about contracts with customers, including the significant judgments the Company has made when applying the guidance. The new revenue recognition standard was effective for RPA, Inc. in the first quarter of 2018. RPA, Inc. adopted the new standard on January 1, 2018 and there was no material impact to financial statements. We have included the newly applicable revenue disclosures in the footnotes to these financial statements. # *RECLASgF/CA* noN Certain items were reclassified in the prior year balances to be consistent with the current year presentation. Such reclassifications had no impact on net income as previously reported. {12}------------------------------------------------ ### **3. CONCENTRATION OF CREDIT RISK:** The Company maintains its cash in various deposit accounts in a bank that is a high credit quality financial institution. The balances at times may exceed statutory insured limits. The Company has never experienced any losses in such accounts and, based on the size and reputation of the depository institution, believes it is not exposed to any significant credit risk on such credit cash balances. ### **4. REVENUE RECOGNITION:** Significant revenue streams recognized by the Company from contracts with customers accounted for under AS C 606 for the years ended December 3 1, 2018 and 2 0 I 7, are below: | | 2018 | 2017 | | |--------------------|-------------|-------------|--| | Commission incorre | \$3,476,737 | \$3,801,689 | | | Other incmre | \$
4,322 | \$
3,373 | | Commission income consists of override commissions received on participant deposits, assets under management, and fixed insurance, and is received based on contractual terms. The performance obligation for participant deposits and fixed insurance settles when the participants deposits are received, typically on a daily basis. The performance obligation for commissions received on assets under management is settled on the calculation date, typically the end of a month or quarter. Other income consists of interest income received from financial institutions. The performance obligations described above relate to contracts that have an original expected duration of less than one year and all revenue is recognized at a point in time. The Company has made no significant judgments in applying the revenue guidance prescribed in ASC 606 that affect the determination of the amount and timing of revenue from the related contracts above. {13}------------------------------------------------ # **5. INCOME TAX:** The provision for income taxes for the year ending December 31, 2018 consists entirely of current state income taxes allocated from RP AG, Inc. As described in Note **l,** the Company is a wholly owned subsidiary ofRPAG, Inc. and files a consolidated income tax return with RPAG, Inc. In addition, on January 1, 2014 the Company filed a Qualified Subchapter S Subsidiary Election. As a result of filing that election, the Company became a disregarded entity for income tax purposes and is no longer subject to federal and state income taxes. RPAG, Inc. is an S-Corporation which is not subject to federal income taxes. As an Illinois S-Corporation, RP AG, Inc. is subject to state replacement taxes at a rate of 1.5% of taxable income. For the years ended December 31, 2018 and 2017, RPAG, Inc. has allocated \$14,951 and \$20,617, respectively, of the current year state replacement tax expense to RPA, Inc. based on RPA, Inc.'s share of taxable income, which is reflected as a Due to RPAG, Inc. in the accompanying financial statements. No deferred income taxes have been allocated since it's not significant. #### **6. RETIREMENT BENEFITS:** The Company has a defined contribution retirement plan covering substantially all employees meeting certain eligibility provisions as defined by the Internal Revenue Code. Contributions to the plan are determined within the limits of the Internal Revenue Code at the discretion of the Board of Di rectors. Effective January 1, 2018, the Company terminated its Simple IRA plan and began offering a 401(K) plan covering substantially **all** employees meeting certain eligibility provisions as defined by the Internal Revenue Code. The Company contributes 3% of eligible participant salaries. Contributions to these plans for eligible employees were \$75,337 and \$74,106 for the years ended December 31, 2018 and 2017, respectively. {14}------------------------------------------------ ### 7. **NET CAPITAL REQUIREMENTS:** The Company is an introducing broker-dealer subject to the Securities and Exchange Commission Unifmm Net Capital Rule (SEC Rule 15c3-l), which requires the Company to maintain "net capital" of 6-2/3 percent of "aggregate indebtedness" or \$5,000, whichever is greater, as these terms are defined. In addition, the ratio of aggregate indebtedness to net capital shall not exceed 15 to 1. Net capital and aggregate indebtedness change daily. As of December 31, 2018 and 2017, the Company had net capital of approximately \$471,532 and \$709,235 and net capital requirements of approximately \$20,943 and \$27, 191, respectively. The net capital rule may effectively restrict the withdrawal of stockholders' equity. ### **8. RELATED PARTIES:** The Company is a wholly owned subsidiary of RPAG, Inc. The Company is also an affiliate with RPA, LLC by way of it also being a wholly owned subsidiary of RPAG, Inc. The Company is party to an Expense Sharing Agreement between the Company, RPAG, Inc. and **RPA,** LLC (the .. Group" ). Certain expenses incurred by each Company are allocated to the Group based on terms of the Expense Sharing Agreement. Generally, most overhead costs such as legal, insurance, rent and utilities are paid by RPA, LLC and allocated to the Company. The Company records these expenses as administrative/operations charges in the accompanying Statements of Operations. Compensation costs are incurred by the Company and allocated to RPA, LLC. The Company records reimbursements received from RPA, LLC as a reduction to compensation expense recorded in the accompanying Statement of Operations. Compensation costs related to stock options and income tax expense are incurred by RPAG, Inc. and allocated to the Company and RP A, LLC. The following is a recap of the amounts incurred by the Company relating to the Expense Sharing Agreement for the years ended December 31 , 2018 and 201 7: | | 2018 | 2017 | |-----------------------------------------------------------------------------|-----------------|-----------------| | Administration/operations charges from RP A, LLC | \$1
,082,054 | \$1
,172,100 | | Compensation cost reimburserrents received from RP A, LLC | \$1
,317,356 | \$1,304,704 | | Income tlx experne and stock option compernation allocated from RP AG, Inc. | \$
14,951 | \$
29,407 | The Company owed \$165,406 and \$210,187 to RPA, LLC and \$15,900 and \$16,800 to RPAG, Inc. as of December 31, 2018 and 2017, respectively. {15}------------------------------------------------ ### **8. RELATED PARTIES: (CONTINUED)** The Company receives commission income from Cambridge Investment Research, Inc. ("CIR"). The Company was affiliated with CIR by way of certain owners of RP AG, Inc. being registered representatives of CIR and having a nominal ownership interest in Cambridge Investment Group, Inc which owns 100% of CIR. In addition, certain owners of RP AG, Inc. were owners of Continuity Partners Group, LLC ("CPG"), which was owned by CIR. All owner-members of CPG sold their respective ownership with CPG in June 2017. The Company received commission income from CIR of \$727,819 and \$716,620 during the years ended December 31, 2018 and 2017, respectively. The Company had a receivable balance due from CIR of \$25,841 and \$32,302 at December 3 1, 20 18 and 201 7, respectively. On January 1, 2012, the Company joined CPG. The Company's shareholders acquired 435,316 units in CPG in exchange for the assignment by the Company of a percentage of practice-related sales to CPG. As a result of such assignment, the Company received services from CPG, and directed an agreed-upon percentage of revenues derived from CIR to CPG. The Company's shareholders (the "Borrowers") purchased their shares from **CPG,** in part, from loans issued by **CPG.** The Company, CPG and the Borrowers have entered into a Compensation Setoff Agreement ("CSA") whereby the parties agreed that in the event the Borrower does not receive commissions and fees from CPG or if the quarterly deductions from commissions and fees owed by CPG to Borrower are not sufficient to satisfy the amount of a scheduled payment, CPG may deduct amounts from commissions, fees and other compensation payable by CPG to RPA to cover the scheduled payment shortfall. In addition, the CSA provides RPA the right to recover any amounts paid by RPA to CPG under this agreement from the Borrowers. The Company made payments to CPG and received reimbursements from the Borrowers totaling \$143,806 and \$135,417 during the years ended December 31, 2018 and 2017, respectively. There were no amounts due to the Company from the Borrowers as of December 31, 2018 or 2017. All owner-members of CPG sold their units in June 2017 in exchange for closing out their respective partnership with CPG. All current loans with CPG remain in place and unchanged by the buyout. In addition, the assignment of a percentage of the Company's sales for 2017 to CPG were returned on June 15, 2017. The amount of compensation returned by CPG was \$32,832. {16}------------------------------------------------ #### SUPPLEMENT ARY INFORMATION {17}------------------------------------------------ ### RETIREMENT PLAN ADVISORS, INC SCHEDULE I COMPUTATION OF NET CAPITAL PURSUANT TO RULE 15C3-1 OF THE SECURITIES AND EXCHANGE COMMISSION ACT OF 1934 AS OF DECEMBER 31, 2018 ### NET CAP IT AL: | Total stockholder's equity | \$
493,505 | |-----------------------------------------------------|-------------------------| | Less nonallowable assets: | | | Prepaid expenses | 21,973 | | | \$
21,973 | | Net capital before haircuts | \$
471,532 | | Less haricuts | | | Net capital
Minimum net capital required | \$
471,532
20,943 | | Excess net capital | \$
450,589 | | Aggregate indebtedness | \$
314,141 | | Percentage of aggregate indebtedness to net capital | 66.62% | There are no material differences between the preceding computation and the company's corresponding unaudited part II of form X-l 7a-5 as of December 31, 2018. {18}------------------------------------------------ ### RETIREMENT PLAN ADVISORS, INC SCHEDULE II COMPUTATION FOR DETERMINATION OF RESERVE REQUIREMENTS UNDER RULE l 5C3-3 OF THE SECURITIES AND EXCHANGE COMMISSION AS OF DECEMBER 31, 2018 The Company is exempt from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934, pursuant to paragraph (k)(l) of the rule. {19}------------------------------------------------ ### RETIREMENT PLAN ADVISORS, INC SCHEDULE III INFORMATION RELATING TO THE POSSESSION OR CONTROL REQUIREMENTS UNDER RULE 15C3-3 OF THE SECURITIES AND EXCHANGE COMMISSION AS OF DECEMBER 31, 2018 The Company is exempt from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934, pursuant to paragraph (k)(l) of the rule. {20}------------------------------------------------ ![](_page_20_Picture_0.jpeg) To the Board of Directors and Shareholders of Retirement Plan Advisors, Inc. #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We have review~d management's statements, included in the accompanying E~emption Report, in which (1) Retirement Plan Advisors, Inc. identified the following provisions of 17 C.F.R. § 15c3-3(k) under which Retirement Plan Advisors, Inc. claimed an ex.emption from 17 C.F.R. §240.15c3-3(k)(l) (the "exemption provisions") and (2) Retirement Plan Advisors, Inc. stated that Retirement Plan Advisors, Inc. met the identified exemption provisions throughout the most recent fiscal year without exception. Retirement Plan Advisors, lnc.'s management is responsible for compliance with the exemption provisions and its statements. Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain· evidence about Retirement Plan Advisors, Inc.'s compliance with the exemption provisions. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for -them to be fairly stated, in all material respects, based on the provisions set forth in paragraph (k)(l) of Rule 15c3-3 under the Securities Exchange Act of 1934. *T,'VJ...d f* ~ *~.~.* ceJrtied Public Accountat;its Chicago, Illinois February 20, 2019 500 N. Mic.higan Avenua, Suit@ 1700 Chicago, IL 60611 312·642·0006 audit • tax • consulting 99918th Street, Suite 1605N 720-588·4707 www.topelfo}6'n.com Denver, CO 80202 {21}------------------------------------------------ ![](_page_21_Picture_0.jpeg) Retjrement Plan Advisors, Inc. 's Exemption Report The below information is designed to meet the Exemption Report criteria pursuant to SEC Rule 17a-5(d)(4): Retirement Plan Advisors, Inc. (the "Company") is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.17a-5, "Reports to be made by certain brokers and dealers"). This Exemption Repo·rt was prepared as required by 17 C.F.R. § 240.1 ?a-S(d)(l) and (4). To the best of its knowledge and belief, the Company states the following: - (I) The Company claEmed an exemption from 17 C.F.R. § 240. **J** 5c3-3 under the following provisions of 17 C.F.R. § 240.15c3-3 (k): paragraph k **(1).** - (2) The Company met the identified exemption provisions in 17 C.F.R. § 240.15c3-3(k) throughout the most recent fiscal year without exception. I, Vernon Kempker, swear (or affirm) that, to my best knowledge and belief, this Exemption Report is true and correct. Chief Financial Officer February 20, 2019 Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.