# RETIREMENT PLAN ADVISORS, INC. X-17A-5 (2021-02-26) — Broker-dealer annual report - Company: RETIREMENT PLAN ADVISORS, INC. - Form: X-17A-5 - Filed: 2021-02-26 - Period: 2020-12-31 - Accession: 0001135450-21-000001 - 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 (CFO) Original filing: https://www.sec.gov/Archives/edgar/data/1135450/000113545021000001/rpaincfinstatements12312020.pdf --- {0}------------------------------------------------ #### RETIREMENT PLAN ADVISORS, INC #### FINANCIAL STATEMENTS DECEMBER 31, 2020 AND 2019 {1}------------------------------------------------ UNITEDSTATES SECURITIES AND EXCHANGE COMM1SSION Washington, D.C. 20549 0MB APPROVAL 0MB Number: 3235-0123 Expires: October 31, 2023 Estimated average burden hours per resoonse ...... 12.00 # **ANNUAL AUDITED REPORT FORM X-17A-5 PART Ill** SEC FILE NUMBER 8-53159 FACING PAGE Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder | REPORT FOR THE | ---------
PEIU0DBEGINN1NG01/01/20
·-
- | AND ENDING 12/31/20 | ·-----------
MM/DD/YY | | | |-------------------------------------------------------------------|--------------------------------------------------------------------------|---------------------|--------------------------------|--|--| | | MM/DD/YY | | | | | | | A. REGISTRANT IDENTIFICATION | | | | | | | NAME OF BROKER-DEALER: Retirement Plan Advisors, Inc. | | OFFICIAL USE ONLY | | | | ADDRESS OF PRlNCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | | FIRM I.D. NO. | | | | 105 West Adams Street, Suite 2175 | | | | | | | | (No. and Street) | | | | | | Chicago | IL | | 60603 | | | | (City) | (Slate) | | (Zip Code) | | | | Vernon Kempker | NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO nns REPORT | | (573)659-4443 | | | | | | | (Area Code - Telephone Number) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report* | | | | | | Topel Forman, LLC | | | | | | | | (Name - if i11divid11af. state last. first. middle name) | | | | | | | 500 N. Michigan Ave, Suite 1700 Chicago | IL | 60611 | | | | (Address) | (City) | (State) | (Zip Code) | | | | CHECK ONE: | | | | | | | ! ./ I
Certified Public Accountant | | | | | | | Public Accountant | | | | | | | B | Accountant not resident in United States or any of its possessions. | | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | | | | | | | | | | | | | | *\*Claims for exemption from the requirement that the anm1al report be covered by the opinion of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis for the exemption. See Section 240.17a-5(e)(2)* > Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid 0MB control number. {2}------------------------------------------------ #### **OATH OR AFFIRMATION** | l, Vernon Kempker | | , swear (or affirm) that, to the best of | | | | |-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------|--|--| | | Retirement Plan Advisors, Inc. | my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of
--------------------------------------------- | | | | | of December 31 | | 20 20
are true and correct. I further swear (or affirm) that | , as | | | | | 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 | | | | | | SHERI MEN ff::R
My Commission Expires
April 3, 2024
County of Cole
Commission # 16137506 | Chief Financial Officer
Title | | | | | 0 (a) Facing Page.
~,/
v | Th.is report** contains (check all applicable boxes):
0 (b) Statement of Financial Condition.
of Comprehensive Income (as defined in §210.1-02 ofRegulation S-X).
( d) Statement of Changes in Financial Condition.
(f) Statement of Changes in Liabilities Subordinated to Claims of Creditors.
~ (g) Computation of Net Capital.
(h) Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3. | 1ZJ (c) Statement ofincome (Loss) or; if tbere is other comprehensive income in the period(s) presented, a Statement
(e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital. | | | | | (i) Information Relating to the Possession or Control Requirements Under Rule I 5c3-3.
0 U) A Reconciliation, including appropriate explanation of the Computation ofNet Capital Under Rule l 5c3-1 and the
Computation for Determination of the Reserve Requirements Under Exhibit A of Rule 15c3-3.
0 (k) A Reconciliation between the audited and unaudited Statements of Financial Condition with respect to methods of
consolidation.
0 (I) An Oath or Affirmation.
0 (m) A copy of the SIPC Supplemental Report.
0 (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 treatment of certain portions of this filing, see section 240.17a-5(e)(3).* {3}------------------------------------------------ #### INDEX | Report of Independent Registered Public Accounting Firm | 1 | |--------------------------------------------------------------------------------------------------------------------------------------------------|------| | Statements of Financial Condition as of December 31
, 2020 and 2019 | 2 | | Statements of Operations for the years ended December 31
, 2020 and 2019 | 3 | | Statements of Changes in Stockholder's Equity for the years ended
December 31, 2020 and 2019 | 4 | | Statements of Cash Flows for the years ended December 31
, 2020 and 2019 | 5 | | Notes to Financial Statements | 6-11 | | Supplementary Information | | | Computation of Net Capital as of December 31
Schedule I -
, 2020 | 12 | | Computation for Determination of the Reserve Requirement
Schedule II -
Under Rule 15c3-3 oftbe Secu1ities and Exchange Commission | 13 | | Schedule Ill -
Information Relating to the Possession or Control Requirements
Under Rule l 5c3-3 of the Securities and Exchange Commission | 14 | | Independent Registered Public Accounting Firm Review of the Exemption
Report SEA Rule l 7a-S(g)(2)(ii) | 15 | | Exemption Report SEA Rule l 7a-5(d)(4) | 16 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTfNG FIRM To the Board of Directors and Shareholder of Retirement Plan Advisors, Ioc. #### Opinion on the Financial Statements We have audited the accompanying statement of financial conctition of Retirement Plan Advisors, Inc. (an Illinois S-Corporation and wholly-owned subsidiary), as of December 31, 2020 and 2019, 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, lnc. as of December 31, 2020 and 2019, 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. #### **Basis 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, Toe. 's financial statements based on our audfr. 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 overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. #### **Auditor's Report on Supplemental Information** The supplementary information included on pages 12-14 has been subjected to audit procedures performed in conjlmction with the audit of Retirement Plan Advisors, lnc.'s financial statements. The supplemental information is the responsibility of Retirement Plan Advisors, Inc. 's management. Our auctit 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. l 7a-5. In our opinion, the supplemental infonnation included on pages 12-14 is fairly stated, in all material respects, in relation to the financial statements as a whole. ~ *l#V»tM't* L. L. (. lertificd;(blic Accountants We have served as Retirement Plan Advisors, Inc. 's auditor since 2011. Chicago, Illinois February 23, 2021 500 N. Michigan Avenue, Suite 1700 Chicago, IL 60611 312-642-0006 audit • tax • consulting www.topeli,rman.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, 2020 AND 2019 | | 2020 | 2019 | |--------------------------------------------|---------------|-------------------| | ASSETS | | | | Cash and cash equivalents | 664,349
\$ | 347,893
\$ | | Con:nnissions receivable | 406,155 | 402, I 78 | | Due from RP A, LLC | 121,571 | | | Prepaid expenses and other assets | 22,733 | 24,269 | | TOT AL ASSETS | \$ 1,214,808 | 774,340
\$ | | LIABILITIES AND STOCKHOLDER'S EQUITY | | | | Due to RP A, ILC | 109,425
\$ | 163,4
10
\$ | | Accrued expenses | 211,153 | 168,712 | | Total Liabilities | 320,578
\$ | 332,122
\$ | | Stockhokler's Equity | 894,230 | 442,218 | | TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY | \$ 1,214,808 | 774,340
\$ | {6}------------------------------------------------ #### RETIREMENT PLAN ADVISORS, INC STATEMENTS OF OPERATIONS YEARS ENDED DECEMBER 3 1, 2020 AND 2019 | | | 2020 | 2019 | | | |------------------------------------|----|-----------|------|---------------|--| | REVENUES: | | | | | | | Commission income | \$ | 2,627,109 | \$ | 2,931
,292 | | | Interest income | | 3,600 | | 5,811 | | | Total Revenues | \$ | 2,630,709 | \$ | 2,937,103 | | | OPERA TING EXPENSES: | | | | | | | Administration/operations charges | \$ | 674,423 | \$ | 929,556 | | | Computer technology charges | | 30,970 | | 28,037 | | | Employee compensation and benefits | | 1,152,744 | | 1,436,721 | | | Insurance | | 50,359 | | 45,301 | | | Licenses and permits | | 35,042 | | 29,817 | | | Office expenses | | 5,010 | | 4,572 | | | Professional fees | | 30,935 | | 14,386 | | | Total Operating ExpeDSes | \$ | 1,979,483 | \$ | 2,488,390 | | | OTHER INCOME: | | | | | | | veness
Gain on debt forgi | \$ | 150,786 | \$ | | | | Total Other Income | \$ | 150,786 | \$ | | | | Net Income | \$ | 802,012 | \$ | 448,713 | | {7}------------------------------------------------ ### RETIREMENT PLAN ADVISORS, INC STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY YEARS ENDED DECEMBER 31, 2020 AND 2019 | | | | | Additional | | | Total | | |-----------------------------------|--------|---------|------|------------|---------------|----|---------------|--| | | Common | | Paid | | Retained | | Stockholder's | | | | | Stock | | In Caeital | Earnin~ | | Eguity | | | Balances at December 31, 2018 | \$ | 394,398 | \$ | | \$
99,107 | \$ | 493,505 | | | Net income | | | | | 448,713 | | 448,713 | | | Distributions | | | | | (500,000) | | (500,000) | | | Balances at December 31
, 2019 | \$ | 394,398 | \$ | | \$
47,820 | \$ | 442,218 | | | Net income | | | | | 802,012 | | 802,012 | | | Distributions | | | | | (350,000) | | (350,000) | | | Balances at December 31, 2020 | \$ | 394,398 | \$ | | \$
499,832 | \$ | 894,230 | | 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, 2020 and 2019. {8}------------------------------------------------ #### RETIREMENT PLAN ADVISORS, INC STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2020 AND 2019 | CASH FLOWS FROM OPERATING ACTNITES: | 2020 | 2019 | |---------------------------------------------------------------------------------|-----------------|-----------------| | Net Income | \$
802,012 | \$
448,713 | | Adjustmmts to reconcile net income to net cash provided by operating activites: | | | | Debt forgi veoess | (150,786) | | | (Increase) Decrease In: | | | | Commissions receivable | (3,977) | 28,342 | | Due fromRPA, LLC | (121,571) | | | Prepaid expenses and other ciirrent assets | 1,536 | (1,796) | | Increase (Decrease) In: | | | | Due to RP A, LLC | (53,985) | (1,996) | | Accrued expenses | 42,441 | 35,877 | | Due to RP AG, Inc. | | (15,900) | | NET CASH PROVIDED BY OPERA TING ACTIVITIES | \$
515,670 | \$
493,240 | | CASH FROM INVESTING ACTMTIES: | | | | Principal payments received on notes receivable | | | | Advances to related parties | \$
(126,612) | \$
(126,612) | | Repayments from related parties | 126,612 | 126,612 | | NET CASH FROM INVESTING ACTMTIES | \$ | \$ | | CASH FROM FINANCING ACTIVITIES: | | | | Distributions | \$
(350,000) | \$
(500,000) | | Debt issuance | 150,786 | | | NET CASH USED BY FINANCING ACTMTIES | \$
(199,214) | \$
(500,000) | | NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | \$
316,456 | \$
(6,760) | | CASH AND CASH EQUIVALENTS, BEGINNJNG OF YEAR | 347,893 | 354,653 | | CASH AND CASH EQUIVALENTS, END OF YEAR | \$
664,349 | \$
347,893 | | SUPPLEMENT AL DISCLOSURE OF CASH FLOW INFORMATION | | | | SCHEDULE OF NONCASH FINANCING ACTMTIES: | | | | Principal forgiveness on debt | \$
150,786 | \$ | | SCHEDULE OF NONCASH lNVESTING ACTMTIES: | | | | Reinvestment of matured certificates of deposit | \$
312,494 | \$ | {9}------------------------------------------------ #### **1. NATURE OF OPERA TIO NS:** 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. ("RPAG, Inc."). ## **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:** ## *ESTIMATES AND ASSUMPTIONS* 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. ## *CASH AND CASH EQUIVALENTS* The Company considers all unrestricted demand deposits, money market funds, highly liquid investments with original maturities of three months or less, and all certificates of deposit to be cash and cash equivalents. ## *FAIR VALUE OF FINANCIAL INSTRUMENTS* The Company's short-term 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. #### *SECURITIES AND FEES* Securities transactions and fees are recorded on the trade date as transactions occur. ## *COMMJSSIONS RECEIVABLE* 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. All commissions receivable is considered collectible as of December 31 , 2020 and 2019, and therefore the Company has not recorded an allowance for doubtful accounts. {10}------------------------------------------------ #### **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (CONTINUED)** #### *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. In December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which amends the F ASB Accounting Standards Codification (ASC) by (1) removing certain exceptions to the general principles, and (2) clarifying and amending other current guidance. Under prior guidance, the consolidated amount of current and deferred taxes for a group that files a consolidated tax return was required to be allocated among the members of the group when those members issued separate financial statements. As amended, an entity is not required to allocate amounts of consolidated current and deferred taxes to a legal entity that is not subject to income taxes in the separate financial statements of such an entity. However, an entity may elect to do so for legal entities that are both not subject to tax and disregarded by the taxing authority. The amendments in this standard are effective for public business entities for fiscal years beginning after December 31, 2020. Early adoption of the amendments is permitted for public business entities for periods for which financial statements have not yet been made available for issuance. As allowed by the standard, the Company adopted all amendments in the standard for its December 31 , 2019 financial statements. There was no material affect on the Company's financial statements as a result of adopting the amendments. The F ASB 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, 2020 and 2019. RPAG, Inc. files U.S. Federal and Illinois income tax returns. RPAG, Inc. income *tax* returns for years prior to December 31, 2018 are no longer subject to examination. If applicable, the Company would recognize penalties and interest related to income taxes in income tax expense. {11}------------------------------------------------ ## **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (CONTINUED)** ### *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. #### *IMPAIRMENT OF LONG-LIVED 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. ## *ACCOUNTS PAYABLE AND ACCRUED EXPENSES* 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. ## **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. PPP LOAN:** The Company received a loan from Central Bank in the amount of \$332,000 under the Paycheck Protection Program established by the Coronavirus Aid, Relief, and Economic Security (CARES) Act. The loan is s11bject to a note dated April 16, 2020. The Company applied for and has been notified that \$332,000 in eligible expenditures for payroll and other expenses described in the CARES Act and \$2,039 in interest has been forgiven on November 11 , 2020. Loan forgiveness in the amount of \$181,214 and interest forgiveness in the amount of \$1,113 were allocated to RPA, LLC in accordance with the Expense Sharing Agreement. The remaining amount of the loan forgiveness of \$150,786 is reflected in other income in the accompanying statement of operations and interest forgiveness of \$926 is offset against the interest expense recorded. No interest expense was paid in 2020. {12}------------------------------------------------ #### **5. REVENUE RECOGNITION:** Significant revenue streams recognized by the Company from contracts with customers accounted for under ASC 606 for the year ended December 31, 2020 and 2019 are below: | | 2020 | 2019 | | | |--------------------|--------------|-----------------|--|--| | Commission iocoire | \$2,627, 109 | \$2,931
,292 | | | 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. 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. 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. #### **6. RETIREMENT BENEFITS:** The Company bas 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 Directors. The Company contributes 3% of eligible participant salaries. Contributions to this plan for eligible employees were \$74,414 and \$65,217 for the years ended December 31, 2020 and 2019, respectively, ofwbicb \$44,925 and \$34,353 was allocated to RPA, LLC in 2020 and 2019, respectively. ## **7. NET CAPITAL REQUIREMENTS:** The Company is an introducing broker-dealer subject to the Securities and Exchange Commission Uniform Net Capital Rule (SEC Rule **l** 5c3-1 ), which requires the Company to maintain "net capital" of 6-2/3 percent of "aggregate indebtedness" or \$5,000, whjcbever 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 3 1, 2020, and 2019, the Company had net capital of \$871,496 and \$418,535 and net capital requirements of \$21 ,372 and \$22,141, respectively. The net capital rule may effectively restrict the withdrawal of stockholders' equity. {13}------------------------------------------------ #### **8. RELATED PARTIES:** The Company is a wholly owned subsidiary ofRPAG, Inc. The Company is also an affiliate with RPA, LLC by way ofit also being a wholly owned subsidiary ofRPAG, 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 RP A, LLC. The Company records reimbursements received from RP A, LLC as a reduction to compensation expense recorded in the accompanying Statement of Operations. Compensation costs related to stock options expense are incurred by RPAG, Inc. and allocated to the Company and RPA, LLC. The Company allocated a portion of the PPP loan forgiveness and interest forgiveness to RPA, LLC in accordance with the Expense Sharing Agreement. The following is a recap of the amounts incurred by the Company relating to the Expense Sharing Agreement for the years ended December 31 , 2020 and 2019: | | 2020 | | 2019 | |-----------------------------------------------------------|-----------------|-----|----------| | Administration/operations charges from RP A, LLC | \$
674,423 | \$ | 929,556 | | Compensation cost reimburserrents received from RP A, LLC | \$
1,725,814 | \$1 | ,305,247 | | PPP loan forgiveness allocated to RP A, LLC | \$
181,214 | \$ | | | PPP loan interest forgiveness allocated to RP A, LLC | \$
1,113 | \$ | | The Company owed \$109,425 and \$163,410 to RPA, LLC as of December 31, 2020 and 2019, respectively. The Company is due \$121 ,571 and \$0 from RP A, LLC as of December 31 , 2020 and 2019, respectively. The Company receives commission income from Cambridge Investment Research, Inc. ("CIR"). The Company was affiliated with CIR by way of certain owners ofRPAG, Inc. being registered representatives of CIR and having a nominal ownership interest in Cambridge Investment Group, Inc which owns 100% of CIR. The Company received commission income from CIR of\$739,089 and \$777,403 during the years ended December 31 , 2020 and 2019, respectively. The Company had a receivable balance due from CIR of\$58,828 and \$55,009 as of December 31, 2020 and 2019, respectively. RPAG's shareholders (the "Borrowers") have loans issued by Continuity Partners group, LLC ("CPG"), which was owned by CIR prior to its dissolution in June 2017. Al1 current loans with CPG remain in place. The Company, CPG and the Borrowers have entered into a Compensation {14}------------------------------------------------ ### **8. RELATED PARTIES: (CONTINUED)** 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 RP A to cover the schedu led payment shortfall. In addition, the CSA provides RPA the right to recover any amounts paid by RP A to CPG under this agreement from the Borrowers. The Company made payments to CPG and received reimbursements from the Borrowers totaling \$ 126,612 during each of the years ended December 31 , 2020 and 2019. There were no amounts due to the Company from the Borrowers as of December 31, 2020 and 2019. #### **9. RISKANDUNCERTAJNTY:** On January 30, 2020, the World Health Organization ("WHO") announced a global health emergency because of a new strain of coronavirns originating in China (the "COVID-19 outbreak") and in March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. The full impact of the COVID-19 outbreak continues to evolve as of the date of this report. This pandemic has adversely affected global economic activity and greatly contributed to significant deterioration and instability in financial markets. As a result, the Company's earnings have and will fluctuate in response to changing market conditions, and any future impact on the Company's earnings, if any, cannot be determined at this time. #### **10. SUBSEQUENT EVENTS:** The Company has evaluated subsequent events through February 23, 2021 the date on which the financial statements were issued. {15}------------------------------------------------ #### SUPPLEMENTARY lNFORMA TION {16}------------------------------------------------ ## 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, 2020 #### NET CAP IT AL: | Total stockholder's equity | \$
894,230 | |-----------------------------------------------------|---------------| | Less nonallowable assets: | | | Prepaid expenses | 22,733 | | | \$
22,733 | | Net capital before haircuts | \$
871,497 | | Less haricuts | | | Net capital | \$
871,497 | | Minimum net capital required | 21,372 | | Excess net capital | \$
850,125 | | Aggregate indebtedness | \$
320,578 | | Percentage of aggregate indebtedness to net capital | 36.78% | There are no material differences between the preceding computation and the company's corresponding unaudited part II of form X-17a-5 as ofDecember 31, 2020. {17}------------------------------------------------ ## RETIREMENT PLAN ADVISORS, INC SCHEDULE II COMPUTATION FOR DETERMINATION OF RESERVE REQUIREMENTS UNDER RULE 15C3-3 OF THE SECURITIES AND EXCHANGE COMMISSION AS OF DECEMBER 31, 2020 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. {18}------------------------------------------------ ### 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, 2020 The Company is exempt from the provisions of Rule l 5c3-3 under the Securities Exchange Act of 1934, pursuant to paragraph (k)(l) of the rule. {19}------------------------------------------------ ![](_page_19_Picture_0.jpeg) ## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholders of Retirement Plan Advisors, Inc. We have reviewed management's statements, included in the accompanying Exemption Report, in which ( l) Retirement Plan Advisors, Inc. identified the following provisions of 17 C.F .R. § 1 Sc3-3(k) under which Retirement Plan Advisors, Inc. claimed an exemption from 17 C.F.R. §240.1Sc3-3(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, Inc. '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. ~ *l,z,mM1. l* L. (. **£e~fi0ublic Accountants** Chicago, Tilinois February 23, 2021 500 N. Michigan Avenue, Suite 1700 Chicago, IL 60611 312-642-0006 audit • tax • consulting www.topeJf9"man.com 999 18th Street, Suite 1605N Denver. CO 80202 720-588-4707 {20}------------------------------------------------ ![](_page_20_Picture_0.jpeg) #### Retirement Plan Advisors, Inc. 's Exemption Report The below information is designed to meet the Exemption Report criteria pursuant to SEC Rule l 7a-5(d)(4): Retirement Plan Advisors, Inc. (the "Company") is a registered broker-dealer subject to Rule l 7a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.l 7a-5, "Reports to be made by certain brokers and dealers"). This Exemption Report was prepared as required by 17 C.F.R. § 240. 17a-5(d)(l) and (4). To the best of its knowledge and belief, the Company states the following: - (1) The Company claimed an exemption from 17 C.F.R. § 240.15c3-3 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 23, 2021 Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.