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ITEM 1 - COVER PAGE
ADV PART 2A
BROCHURE
Kerux, LLC
4180 DOUGLAS BLVD. SUITE 200
GRANITE BAY, CA 95746
O / 916-846-7780
W / KERUXFINANCIAL.COM
AUGUST 15, 2025
This brochure provides information about the qualifications and business practices of Kerux, LLC (“KERUX”). Kerux, LLC is doing business
as Abound Financial, KERUX and Kerux Financial. If you have any questions about this brochure’s contents, please get in touch with us at
916-846-7780. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission
(“SEC”) or any state securities authority. Kerux, LLC is a Registered Investment Adviser (“RIA”). Registration as an Investment Adviser with
the SEC or any state securities authority does not imply a certain level of skill or training.
Additional information about Kerux, LLC is available on the SEC’s website at http://www.adviserinfo.sec.gov/. You can search this site by a
unique identifying number referred to as an IARD number. The IARD number for Kerux, LLC is #327724
ITEM 2 – MATERIAL CHANGES
SUMMARY OF MATERIAL CHANGES
Under federal and state law, Kerux, LLC (“KERUX”) is a fiduciary and must make full disclosure to Clients of all
material facts relating to the advisory relationship. This brochure provides Clients or prospective Clients with
information and conflicts of interest about KERUX that should be considered before or when obtaining our
investment advisory services. We are required to update this item to describe the material changes made to this
brochure on an annual basis and deliver to the Client, within 120 days of the end of the fiscal year, a free updated
brochure that includes or is accompanied by a summary of material changes; or a summary of material changes
and an offer to provide an updated brochure and how to obtain it. We will also provide interim disclosures
regarding material changes, as necessary.
Since the last annual amendment filing on February 26, 2025, there have been the following material changes:
•
ITEM 1: The firm has changed their name to Kerux, LLC as of July 30, 2025.
•
ITEM 4 & ITEM 5: The firm is now offering Estate Planning Services.
This brochure may be updated periodically for non-material changes to clarify and provide additional
information.
QUESTIONS & CONCERNS
We encourage the Client to read this document in its entirety. Our Chief Compliance Officer, David Laut,
remains available to address any questions or concerns regarding this Part 2A Brochure, including any material
change disclosure or information described below.
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ITEM 3 - TABLE OF CONTENTS
ITEM 1 - COVER PAGE _____________________________________________________________________ - 1 -
ITEM 2 – MATERIAL CHANGES ______________________________________________________________ - 2 -
SUMMARY OF MATERIAL CHANGES _________________________________________________ - 2 -
QUESTIONS & CONCERNS _________________________________________________________ - 2 -
ITEM 3 - TABLE OF CONTENTS _____________________________________________________________ - 3 -
ITEM 4 - ADVISORY BUSINESS ______________________________________________________________ - 6 -
ABOUT OUR FIRM _________________________________________________________________ - 6 -
ADVISORY SERVICES WE OFFER ____________________________________________________ - 6 -
INVESTMENT MANAGEMENT & FINANCIAL PLANNING SERVICES ___________________________________ - 6 -
LPL FINANCIAL SPONSORED ADVISORY PROGRAMS (“SW”) ________________________________________ - 7 -
CONSULTING SERVICES & ASSETS UNDER ADVISEMENT ___________________________________________ - 7 -
ESTATE PLANNING SERVICES ____________________________________________________________________ - 8 -
ROLLOVER RECOMMENDATION DISCLOSURE _____________________________________________________ - 8 -
CLIENT OBJECTIVES & RESTRICTIONS _______________________________________________ - 9 -
WRAP FEE PROGRAM ______________________________________________________________ - 9 -
ASSETS UNDER MANAGEMENT _____________________________________________________ - 9 -
ITEM 5 - FEES AND COMPENSATION ________________________________________________________ - 9 -
INVESTMENT MANAGEMENT & FINANCIAL PLANNING FEE ________________________________________ - 9 -
LPL FINANCIAL SPONSORED ADVISORY PROGRAMS ______________________________________________ - 10 -
CONSULTING SERVICES & ASSETS UNDER ADVISEMENT FEE ______________________________________ - 11 -
ESTATE PLANNING SERVICES ___________________________________________________________________ - 11 -
ADDITIONAL FEES & EXPENSES ____________________________________________________ - 12 -
ITEM 6 - PERFORMANCE-BASED FEES & SIDE-BY-SIDE MANAGEMENT ________________________ - 12 -
ITEM 7 - TYPES OF CLIENTS _______________________________________________________________ - 12 -
ITEM 8 - METHODS OF ANALYSIS, STRATEGIES, & RISK OF LOSS ______________________________ - 13 -
METHODS OF ANALYSIS __________________________________________________________ - 13 -
MODEL MANAGERS ____________________________________________________________________________ - 13 -
INVESTMENT STRATEGIES _________________________________________________________ - 13 -
BUCKET STRATEGY ____________________________________________________________________________ - 13 -
USE OF ALTERNATIVE INVESTMENTS ____________________________________________________________ - 14 -
RISK OF LOSS ____________________________________________________________________ - 14 -
ALLOCATION RISK _____________________________________________________________________________ - 14 -
ALTERNATIVE RISK _____________________________________________________________________________ - 14 -
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CAPITALIZATION RISK __________________________________________________________________________ - 15 -
COMPANY RISK ________________________________________________________________________________ - 15 -
CONCENTRATION RISK ________________________________________________________________________ - 15 -
CURRENCY RISK _______________________________________________________________________________ - 15 -
CYBERSECURITY RISK ___________________________________________________________________________ - 15 -
DEFLATION RISK _______________________________________________________________________________ - 15 -
EQUITY RISK ___________________________________________________________________________________ - 16 -
EMERGING MARKETS RISK ______________________________________________________________________ - 16 -
ETF & ETN RISK ________________________________________________________________________________ - 16 -
FREQUENT TRADING RISK ______________________________________________________________________ - 16 -
GEOGRAPHIC CONCENTRATION RISK ___________________________________________________________ - 16 -
INDUSTRY OR SECTOR RISK _____________________________________________________________________ - 16 -
LEGACY HOLDING RISK ________________________________________________________________________ - 17 -
LIQUIDITY RISK ________________________________________________________________________________ - 17 -
MANAGEMENT RISK ___________________________________________________________________________ - 17 -
MARKET RISK __________________________________________________________________________________ - 17 -
MUTUAL FUND OR ETF RISK ____________________________________________________________________ - 17 -
PERFORMANCE OF UNDERLYING MANAGER RISK ________________________________________________ - 18 -
REINVESTMENT RISK ___________________________________________________________________________ - 18 -
SOCIALLY RESPONSIBLE INVESTING & ESG RISK __________________________________________________ - 18 -
SECTOR RISK __________________________________________________________________________________ - 18 -
TIMING RISK ___________________________________________________________________________________ - 18 -
VALUE INVESTING RISK _________________________________________________________________________ - 18 -
ITEM 9 - DISCIPLINARY INFORMATION _____________________________________________________ - 18 -
ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES & AFFILIATIONS __________________________ - 19 -
BROKER-DEALER AFFILIATED ___________________________________________________________________ - 19 -
INSURANCE COMPANIES _______________________________________________________________________ - 19 -
OTHER FINANCIAL INDUSTRY ACTIVITIES ________________________________________________________ - 19 -
ITEM 11 - CODE OF ETHICS, PARTICIPATION & INTEREST IN CLIENT TRANSACTIONS, & PERSONAL
TRADING ________________________________________________________________________________ - 20 -
ITEM 12 - BROKERAGE PRACTICES _________________________________________________________ - 20 -
INVESTMENT MANAGEMENT SERVICES ____________________________________________ - 20 -
BENEFITS RECEIVED BY KERUX, LLC PERSONNEL _________________________________________________ - 21 -
TRANSITION ASSISTANCE BENEFITS _____________________________________________________________ - 22 -
BROKERAGE FOR CLIENT REFERRALS ____________________________________________________________ - 22 -
AGGREGATION AND ALLOCATION OF TRANSACTIONS ___________________________________________ - 22 -
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TRADE ERRORS ________________________________________________________________________________ - 23 -
DIRECTED BROKERAGE ________________________________________________________________________ - 23 -
ITEM 13 - REVIEW OF ACCOUNTS __________________________________________________________ - 23 -
CLIENT REVIEWS _________________________________________________________________ - 23 -
ITEM 14 - CLIENT REFERRALS & OTHER COMPENSATION ____________________________________ - 24 -
BROKERAGE PRACTICES __________________________________________________________ - 24 -
LEAD GENERATION & REFERRALS __________________________________________________ - 24 -
CLIENT REFERRALS _____________________________________________________________________________ - 25 -
LEAD REFERRALS ______________________________________________________________________________ - 25 -
OTHER PROFESSIONALS ________________________________________________________________________ - 25 -
ITEM 15 - CUSTODY ______________________________________________________________________ - 25 -
FEE DEDUCTION _________________________________________________________________ - 25 -
STANDING LETTERS OF AUTHORIZATION (“SLOA”) __________________________________ - 25 -
ITEM 16 - INVESTMENT DISCRETION _______________________________________________________ - 26 -
AUTHORITY ______________________________________________________________________ - 26 -
DISCRETIONARY AUTHORITY ___________________________________________________________________ - 26 -
ITEM 17 - VOTING CLIENT SECURITIES _____________________________________________________ - 26 -
PROXY VOTING ________________________________________________________________________________ - 26 -
CLASS ACTION LAWSUITS ______________________________________________________________________ - 27 -
ITEM 18 - FINANCIAL INFORMATION _______________________________________________________ - 27 -
FINANCIAL CONDITION __________________________________________________________ - 27 -
ADDITIONAL INFORMATION ______________________________________________________________ - 27 -
PRIVACY POLICY _________________________________________________________________ - 27 -
OPTING OUT __________________________________________________________________________________ - 27 -
BUSINESS CONTINUITY PLAN ______________________________________________________ - 27 -
VARYING DISRUPTIONS _________________________________________________________________________ - 28 -
CONTACTING US _________________________________________________________________ - 28 -
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ITEM 4 - ADVISORY BUSINESS
ABOUT OUR FIRM
Kerux, LLC has been in business since 2016, and its principal owner is David Laut. Kerux, LLC, formerly known
as Abound Financial, LLC, is registered with the Securities and Exchange Commission ("SEC") as an investment
adviser in August of 2023, with our principal place of business in California. Kerux, LLC is doing business as
Abound Financial, KERUX and Kerux Financial.
This brochure is designed to provide detailed and precise information about each item noted in the table of
contents. Certain disclosures are repeated in one or more items; others are referred to throughout to be as
comprehensive as possible on the broad subject matters discussed.
Within this brochure, specific terms and abbreviations are used as follows:
• Kerux, LLC refers to “KERUX”.
•
•
•
•
•
•
“Firm,” “we,” “us,” and “our” refers to “KERUX”.
“Advisor,” “Investment Advisor Representative,” and “IAR” refers to our professional representatives
who provide investment recommendations or advice on behalf of KERUX.
“The Client” refers to Clients of KERUX and its advisors.
“Code” refers to our Firm’s Code of Ethics.
“CCO” refers to our Chief Compliance Officer.
“Agreements” refers to Investment Advisory Agreements.
ADVISORY SERVICES WE OFFER
INVESTMENT MANAGEMENT & FINANCIAL PLANNING SERVICES
Our Firm offers various advisory services, including discretionary and non-discretionary investment management,
financial planning, and LPL third-party money management services. Before rendering any preceding advisory
services, Clients must enter into one or more written Agreements, setting forth the relevant terms and conditions
of the advisory relationship.
We manage portfolios for individuals, high-net-worth individuals and families, trusts, retirement plans, charitable
organizations, corporations, and foundations. We provide investment management and advisory services to
multi-generational families using separately managed accounts under a custodial relationship with LPL Financial.
Our Firm primarily invests in equities, mutual funds, and exchange-traded funds. A portion of the account may
be held in cash, cash equivalents, or money market funds as part of the overall investment strategy. Cash
balances may have a higher concentration and represent a significant portion of the overall portfolio, depending
on the current investment outlook or strategy. Where deemed appropriate, we may recommend that our Clients
invest in alternative assets, including real estate investment funds and other alternative funds. Although the
Investment Advisory Agreement with our Clients gives us broad investment authority, we do not anticipate
investing in different security types.
We trade Client portfolios based on our Firm’s market views and the Client’s financial goals. The Client’s
investment allocation and our strategy will depend on the Client's responses in review meetings, written
questionnaires, stated goals, risk tolerance, objectives, and personal preference for ESG or Impact Investing.
With our discretionary relationship, we will change the portfolio as appropriate to help meet the Client’s financial
goals.
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To further fine-tune our understanding of the Client’s risk tolerance, our Firm utilizes Nitrogen (formerly
Riskalyze), a third-party vendor tool, to assist in identifying the Client’s risk tolerance.
Riskalyze technology assists financial planners and investment advisor representatives in two critical tasks: (1)
measuring the risk preferences of investors and (2) applying these preference measurements to portfolio
selection. Riskalyze summarizes an investor’s mean-variance risk aversion on a 99-point scale. In connection
with this output, the Riskalyze tool “quantifies” the Client’s indicated investment risk tolerance through the
illustration of expected return (plus/minus) and investment volatility (investment variance), which uses past data
to calculate expected variance.
Our Firm may advise the Client about legacy positions or other investments in the Client's portfolio. Clients can
limit or restrict our trading in these positions.
Clients are advised to promptly notify us if there are changes in their financial situation or if they wish to place
any limitations on managing their portfolios. We do not provide tax or legal advice. Clients should consult with
an expert on tax or legal issues.
In conjunction with our management services, our Firm provides financial planning, which involves preparing a
written financial plan covering specific or multiple topics. We provide complete written financial plans, which
may address one or several topics: Cash Flow Analysis, Investment Planning, Retirement Planning, Insurance
Planning, Tax Planning, Education Planning, Portfolio, and Allocation Review.
LPL FINANCIAL SPONSORED ADVISORY PROGRAMS (“SW”)
Our Firm may provide advisory services through certain programs sponsored by LPL Financial LLC (LPL), a
registered investment advisor and broker-dealer. Below is a brief description of the LPL advisory program
available to KERUX. For more information regarding the LPL programs, including more information on the
advisory services and fees that apply, the types of investments available in the programs, and the potential
conflicts of interest presented by the programs, please see the program account packet (which includes the
account agreement and LPL Form ADV program brochure) and the Form ADV, Part 2A of LPL or the applicable
program.
STRATEGIC WEALTH (“SW”)
Our Firm provides ongoing investment advice and management of assets in the client’s custodial Strategic
Wealth account held at LPL Financial. Strategic Wealth is the name of the custodial account offered
through LPL to support investment advisory services provided by our Firm to our clients.
Our IARs provide advice on the purchase and sale of various types of investments, such as mutual funds,
exchange-traded funds (“ETFs”), variable annuity subaccounts, real estate investment trusts (“REITs”),
equities, and fixed-income securities. Our advice is strategically tailored to guide clients toward attaining
their financial goals and protecting their acquired wealth. Accounts are reviewed on a regular basis and
rebalanced as necessary according to each client’s investment strategy.
CONSULTING SERVICES & ASSETS UNDER ADVISEMENT
Our investment consulting and advisement services are designed to meet the Client’s financial goals, needs,
and objectives involving analysis of the Client’s investments, such as variable life insurance and annuity contracts
and assets held in employer-sponsored retirement plans, and qualified tuition plans (i.e., 529 plans) held
externally from our Firm. In these situations, our Firm may direct or recommend allocating assets among the
various investment options available within the product.
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ESTATE PLANNING SERVICES
Through our partnership with an independent third-party technology company, EncorEstate Plans (“EEP”), we
can facilitate the preparation of various estate planning documents for clients. This service is offered as a
complimentary part of our advisory relationship and is generally separate from any investment management
and/or financial planning services we may render. The exact scope of estate planning services will depend on
each client’s specific needs. For the avoidance of doubt, neither Kerux, LLC nor EEP renders legal advice. EEP
offers the ability to consult with licensed attorneys in various jurisdictions at an additional charge and subject to
additional terms and conditions. If outside referral services are used in estate planning, the client will pay those
service providers directly. Clients are not required to use any third-party products or services that we may
recommend and may obtain similar services from other professionals at a similar or lower cost..
ROLLOVER RECOMMENDATION DISCLOSURE
Our Firm is considered a fiduciary under the Investment Advisers Act of 1940. When we provide investment
advice to the Client regarding retirement plan accounts or individual retirement accounts, we are also fiduciaries
within the meaning of Title I of the Employee Retirement Income Security Act and the Internal Revenue Code,
as applicable, which are laws governing retirement accounts. We must act in the Client’s best interest and not
put our interests ahead of the Client. At the same time, how we make money conflicts with Client interests.
A Client leaving an employer typically has four options regarding an existing retirement plan (and may engage
in a combination of these options):
•
•
•
•
leave the money in the former employer’s plan, if permitted,
roll over the assets to the new employer’s plan, if one is available and rollovers are permitted,
rollover to an Individual Retirement Account (“IRA”), or
cash out the account value (which depending upon the Client’s age, could result in adverse tax
consequences).
Our Firm may recommend the Client rollover plan assets to an IRA for which our Firm provides investment
advisory services. As a result, our Firm and its advisors may earn an asset-based fee on the rolled assets. In
contrast, a recommendation that the Client leave their plan assets with their previous employer or rollover the
assets to a plan sponsored by a new employer will generally result in no compensation to our Firm. Therefore,
our Firm has an economic incentive to encourage the Client to roll plan assets into an IRA that our Firm will
manage, which presents a conflict of interest. To mitigate the conflict of interest, there are various factors that
our Firm will consider before recommending a rollover, including but not limited to:
the investment options available in the plan versus the investment options available in an IRA,
fees and expenses in the plan versus the fees and expenses in an IRA,
the services and responsiveness of the plan’s investment professionals versus those of our Firm,
required minimum distributions and age considerations, and
•
•
•
• protection of assets from creditors and legal judgments,
•
• employer stock tax consequences, if any.
The Chief Compliance Officer remains available to address Client questions regarding overseeing the rollover
and transfer of assets.
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CLIENT OBJECTIVES & RESTRICTIONS
Our Firm tailors our investment management and advisory services continuously to meet the Clients' needs. We
seek to ensure Client portfolios are managed consistently with those needs and objectives in mind. We meet
with Clients on an initial and ongoing basis to assess their specific risk tolerance, time horizon, liquidity
constraints, and other related factors relevant to managing their portfolios. Clients may impose reasonable
restrictions on managing the accounts if the conditions do not impact the performance of a management
strategy.
WRAP FEE PROGRAM
Our Firm provides services on a non-wrap and wrap fee basis.
When deemed appropriate for the Client, we will provide services on a wrap fee basis as part of LPL’s sponsored
wrap fee program. Under LPL’s SW program, you will receive investment advisory services, the execution of
securities brokerage transactions, custody, and reporting services for a single specified “wrap fee.” The wrap
fee program at LPL may be more or less than the fees and commissions charged by other advisory firms, third-
party managers, and brokerage firms if the services were acquired separately. The factors that bear upon the
cost of services are the account size, the type of transaction, and whether trades are placed through a brokerage
firm other than the Custodian, resulting in a per-trade commission being charged. The fee covers transaction
costs or commissions resulting from the management of your accounts; however, most investments trade without
transaction fees today, so our payment of these and other incidental custodial-related expenses should not be
considered a significant factor in determining the relative value of our wrap program. Participants in the Program
may pay a higher aggregate fee than if brokerage services are purchased separately. Additional information
about the Program is available in KERUX’s Wrap Brochure, which appears as Part 2A Appendix 1 of the Firm’s
Form ADV, and the terms and conditions of a wrap program engagement are more fully discussed in LPL’s
Disclosure Brochure provided prior to opening your account. We adhere to our fiduciary duty when trading in
your accounts. Trades are made only on the basis of the account’s stated investment objectives and without
concern for our Firm’s trading costs and expenses that trading the accounts will create. In order to mitigate this
conflict of interest, we will fulfill our fiduciary duty by acting in the client’s best interest.
ASSETS UNDER MANAGEMENT
As of December 31, 2024, our Firm has a total of $436,000,000 assets under management. We have
$374,000,000 under discretionary management and $62,000,000 under non-discretionary management.
ITEM 5 - FEES AND COMPENSATION
In addition to the information provided in Item 4 – Advisory Business, this section details our Firm’s services and
each service's fees and compensation arrangement. The Client and KERUX’s Investment Advisory Agreement
will outline and agree upon the costs and other terms related to the Client’s Accounts.
INVESTMENT MANAGEMENT & FINANCIAL PLANNING FEE
Our Firm offers investment management and financial planning services for an annual fee based on the amount
of assets under management. Our maximum annual fee is 2.05%. Our annual fee is prorated and charged
quarterly in advance based on the value of the Client's assets under management as of the close of business on
the last business day of the previous quarter. Cash and cash equivalents, including money market funds, are
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subject to the agreed-upon advisory fee. Clients should understand that the advisory fees charged on these
balances may exceed the returns provided by cash, cash equivalents, or money market funds, especially in low-
interest rate environments.
Managed legacy positions are included within our Firm's standard investment management fee and are outlined
in the executed investment management agreement.
Our Firm retains complete discretion to negotiate fees and may waive or impose different fees on any Client.
The investment advisory fees will be deducted from the Client account and paid directly to our Firm by LPL
Financial (“LPL”). The Client will authorize LPL Financial to deduct fees from the account and pay such fees
directly to our Firm. All account assets, transactions, and advisory fees will be shown on the monthly or quarterly
statements provided by LPL. The Client should review their account statements received from LPL and verify
that appropriate investment advisory fees are being deducted. The qualified Custodian(s) will not verify the
accuracy of the investment advisory fees deducted. We may aggregate related Client accounts to calculate the
advisory fee applicable to the Client. The investment management agreement will outline the fee charged to
the Client and any breakpoints based on the level of assets managed. The fees are subject to change with prior
written notice to the Client.
Our annual investment advisory fee may be higher than that of other investment advisers that offer similar
services and programs. In addition to our compensation, the Client may incur charges imposed at the mutual
fund level (e.g., advisory fees and other fund expenses).
Accounts initiated or terminated during a calendar quarter will be charged a prorated fee based on the days the
Client account was open.
LPL FINANCIAL SPONSORED ADVISORY PROGRAMS
The account fee charged to the Client for each LPL advisory program is negotiable, subject to the following
maximum account fees:
o Strategic Wealth Option 1
2.05%
Strategic Wealth Option 1- The SW platform is an open architecture, fee-based investment platform. This
platform allows clients to consolidate multiple investments into one account and receive one statement.
The platform is available in two forms, the selection of which is mutually determined at the inception of the
engagement. The Client pays the advisory fee, all transaction costs, and any commission, if applicable.
Clients authorize LPL to deduct from their Account the transaction charges and other fees applicable to the
Account. The transaction charges are paid to LPL to defray costs associated with trade execution; however,
they are not directly related to transaction-related expenses of LPL and are a source of revenue to LPL. The
transaction charges vary depending on the type of security being purchased or sold (e.g., currently $9 for
equities). In the case of mutual funds, the transaction charges vary depending on whether LPL retains
compensation from the mutual fund for services it provides to the fund, such as recordkeeping fees and
asset-based service fees or sales charges. LPL uses that compensation from mutual funds to reduce its
trading costs and, therefore, assesses a lower transaction charge to clients. Mutual fund transaction charges
are currently either $0 or $26.50. LPL does not charge a transaction charge for fixed-income securities (e.g.,
bonds or structured products); however, LPL acts as principal on fixed-income security transactions and
receives a markup/down on the transaction. The Firm does not share or participate in such transaction fees,
commissions, or 12b-1 fees, if applicable. 12b-1 fees are marketing and distribution fees on a mutual fund.
The 12b-1 fee is an operational expense and, as such, is included in a mutual fund’s expense ratio.
Strategic Wealth Option 2 (“Kerux, LLC’s Wrap Fee Accounts”) – Transaction costs are included in a
single fee that covers both advisory fees and transaction costs, the latter of which is paid by the adviser.
Please refer to our Firm’s Wrap Brochure for more information. The Firm or the IAR can negotiate with the
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Custodian for a flat basis point or flat fee to cover all the transaction charges or will pay the standard
transaction fees. It is important to remember that the IAR can charge a higher overall advisory fee to offset
their cost for the transaction charges involved in managing the portfolio. The appropriateness of SW can
depend on several factors, including, among other things, client investment objectives and financial
situation, frequency of withdrawals from the accounts, the IAR's investment strategies and trading patterns,
including the frequency of trading, and the number and size of the transactions. Clients should consider
that SW can exceed the aggregate cost of services if they were to be provided separately depending upon
the fee charges, the amount of portfolio activity in their accounts, the value of services, and other factors.
A transaction-based pricing arrangement can be more cost-effective for accounts that do not experience
frequent trading activity or client withdrawals, which would increase the number of transactions. Our Firm
primarily utilizes mutual funds that are part of the Custodian's No-Transaction Fee (NTF) platform. This
platform allows our Firm to buy mutual funds without transaction fees being charged to the account. The
client may still pay fees associated with mutual fund family fees described in their prospectus and the
Custodian's fee disclosure. Although clients do not pay a transaction charge for transactions in a SW
account, clients should be aware that our Firm can pay LPL transaction charges. The transaction charges
paid by Advisor vary based on the type of transaction (e.g., mutual fund, equity, or ETF) and for mutual
funds based on whether the mutual fund pays 12b-1 fees and/or recordkeeping fees to LPL. Because
Advisor pays the transaction charges in SW accounts, there is a conflict of interest in cases where the mutual
fund is offered at $0 and $26.50. Clients should understand that the cost to our Firm of transaction charges
may be a factor that the Advisor considers when deciding which securities to select and how frequently to
place transactions in an SW account.
In many instances, LPL makes available mutual funds in an SW account that offer various classes of shares,
including shares designated as Class A Shares and shares designed for advisory programs, which can be
titled, for example, as "Class I," 'institutional," "retail," "service," "administrative" or "platform" share
classes ("Platform Shares"). The Platform Share class offered for a particular mutual fund in SW, in many
cases, will not be the least expensive share class that the mutual fund makes available and was selected by
LPL in certain cases because the share class pays LPL compensation for the administrative and
recordkeeping services LPL provides to the mutual fund. The Client should understand that another
financial services firm may offer the same mutual fund at a lower overall cost to the investor than is available
through SW. Please refer to the relevant LPL Form ADV program brochure for a more detailed discussion
of conflicts of interest.
CONSULTING SERVICES & ASSETS UNDER ADVISEMENT FEE
Our Firm provides consulting services negotiated on a flat fee arrangement. Fees charged for consulting services
are negotiable based on the type of Client, the services requested, the investment adviser representative
providing advice, the complexity of the Client's situation, the composition of the Client's account, other advisory
services provided, and the relationship of the Client and the investment adviser representative.
ESTATE PLANNING SERVICES
Kerux, LLC makes estate planning resources available to clients through our relationship with the independent
technology provider EncorEstatePlans.com (“EEP”). We provide access to this service at no cost as part of our
overall advisory engagement. While there is no fee from Kerux, LLC for coordinating the preparation of estate
planning documents, EEP may assess its own charges for certain features, including optional attorney
consultations, which are subject to separate terms and conditions. Any such fees are paid directly to EEP.
Participation in this program is entirely optional, and clients are free to work with any estate planning provider
of their choosing.
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ADDITIONAL FEES & EXPENSES
LPL has made available a no-transaction-fee (NTF) mutual fund network. This network of funds will make only
one share class available for specific fund families. When NTF funds are purchased in the account, no transaction
charges are assessed to the Client or advisor. Sponsors of mutual funds in the NTF network pay LPL
compensation to participate in the NTF network. Not all share classes or funds within a fund family may be
available at NTF. When NTF funds are redeemed, the transaction costs are waived. Please read the prospectus
carefully before investing. There are some exceptions where LPL will continue to offer an additional share class
at $26.50, depending on the fund's expense and minimums instituted by the fund company. Clients should be
aware that advisors may be more likely to recommend funds that are participants in the NTF network. Please ask
an IAR for current details. A complete list of mutual fund sponsors participating in the SW NTF Program can be
found by visiting https://lplfinancial.lpl.com/disclosures.html. The mutual fund companies that choose to
participate in the NTF fund program pay a fee to be included in the NTF program. The mutual fund owners
ultimately bear the fee that a company pays to participate in the program, as captured in the fund’s expense
ratio. When choosing a fund from the NTF list, our Firm considers the expected holding period, position size,
and expense ratio versus alternative funds. Depending on our Firm’s analysis and future events, NTF funds might
not always be in the Client’s best interest.
LPL Financial offers a trading platform with select exchange-traded funds (“ETFs”) that do not charge transaction
fees. The no-transaction-fee ETF trading platform is available to Clients participating in the LPL Financials
Strategic Wealth (“SW”) program. Clients will be subject to transaction fees charged by LPL Financial for ETFs
not included in LPL Financials’ platform and for other types of securities. The limited number of ETFs available
on LPL Financials’ no-transaction-fee platform may have higher overall expenses than other types of securities
and ETFs not included in the platform. Other major Custodians have eliminated transaction fees for all ETFs and
U.S.-listed equities, so clients may pay more to invest in the same securities at LPL Financial. When selecting
investments for our Clients’ portfolios, we might choose mutual funds on the Client account Custodian’s Non-
Transaction Fee (NTF) list. This means that the Client account Custodian will not charge a transaction fee or
commission associated with the purchase or sale of the mutual fund.
ITEM 6 - PERFORMANCE-BASED FEES & SIDE-BY-SIDE MANAGEMENT
Performance-based fees are based on a share of capital gains on or appreciation of the assets in the Client’s
account. Our Firm does not accept performance-based or other fees based on a share of capital gains or
appreciation of the Client's assets.
ITEM 7 - TYPES OF CLIENTS
Our Firm provides investment management, investment advice, financial planning, consulting and advisement,
and third-party portfolio management to individuals, high-net-worth individuals and families, trusts, retirement
plans, charitable organizations, corporations, and foundations.
Our Firm does not require a minimum account size for advisory accounts. However, Clients must execute a
written agreement with our firm specifying the advisory services to establish the Clients’ arrangement with us.
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ITEM 8 - METHODS OF ANALYSIS, STRATEGIES, & RISK OF LOSS
METHODS OF ANALYSIS
MODEL MANAGERS
Our Firm examines the Manager's experience, expertise, investment philosophies, and past performance to
determine if that Manager has demonstrated an ability to invest over time and in different economic conditions.
Our Firm monitors the Manager’s underlying holdings, strategies, concentrations, and leverage as part of our
Firm’s periodic risk assessment. Additionally, as part of our due-diligence process, our Firm surveys the
Manager’s compliance and business enterprise risks.
INVESTMENT STRATEGIES
BUCKET STRATEGY
Our Firm utilizes the bucket strategy approach designed to provide retirees with a systematic and organized way
to manage their investments and generate income during retirement. The strategy is to balance the need for
income with the desire to preserve and grow the overall retirement portfolio.
The bucket strategy involves dividing your retirement savings into different "buckets," each with a specific
purpose, time horizon, and investment allocation. These buckets are generally based on the anticipated cash
flow needs during various stages of retirement.
Here's a typical three-bucket approach:
• Short-term Bucket: This bucket holds enough cash and cash-equivalent assets to cover the immediate
expenses for a certain period, typically one to two years. The main purpose of this bucket is to provide
stability and liquidity, ensuring you don't have to sell long-term investments during market downturns.
It acts as a buffer to withstand short-term volatility and helps avoid panic selling.
•
Intermediate-term Bucket: This bucket contains a mix of relatively conservative investments, such as
bonds and short- to medium-term securities. Its time horizon typically spans the next five to seven years.
The goal here is to generate additional income and some growth potential while providing a cushion
against inflation. As time progresses, some of the assets from this bucket are moved into the short-term
bucket to replenish it.
•
Long-term Bucket: The long-term bucket is invested in more growth-oriented assets, such as stocks and
equity funds. This bucket has the longest time horizon, often covering retirement beyond the first
decade. It aims to provide growth potential to outpace inflation and support future income needs.
The key idea behind the bucket strategy is to periodically "replenish" the short-term bucket by selling assets
from the intermediate-term bucket during market upswings or when the intermediate-term investments have
matured. In turn, the intermediate-term bucket is replenished by selling assets from the long-term bucket when
markets perform well.
By using this method, retirees can better control the timing of selling assets and reduce the likelihood of being
forced to sell during market downturns when prices are depressed. Additionally, the strategy provides a clear
structure to manage risk, as the short-term bucket helps ensure you have sufficient cash for immediate needs,
while the long-term bucket offers potential growth to keep up with inflation and long-term expenses.
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USE OF ALTERNATIVE INVESTMENTS
If deemed appropriate for the Client’s portfolio, our Firm may recommend additional "alternative investments.”
Alternative investments may include a broad range of underlying assets including, but not limited to, hedge
funds, private equity, venture capital, registered, publicly traded securities, structured notes, and private real
estate investment trusts. Alternative investments are speculative, not suitable for all Clients, and intended for
only experienced and sophisticated investors who are willing to bear the high risk of the investment, which can
include the loss of all or a substantial portion of the investment due to leveraging, short-selling, or other
speculative investment practices; lack of liquidity in that there may be no secondary market for the fund and
none expected to develop; volatility of returns; potential for restrictions on transferring an interest in the fund;
potential lack of diversification and resulting higher risk due to concentration of trading authority with a single
adviser; absence of information regarding valuations and pricing; potential for delays in tax reporting; less
regulation and often higher fees than other investment options such as mutual funds. The SEC requires investors
to be accredited to invest in these more speculative alternative investments. Investing in a fund concentrating
on a few holdings may involve heightened risk and greater price volatility.
RISK OF LOSS
A Client’s investment portfolio is affected by general economic and market conditions, such as interest rates,
availability of credit, inflation rates, economic conditions, changes in laws, and national and international political
circumstances.
Investing in securities involves certain investment risks. Securities may fluctuate in value or lose value. Clients
should be prepared to bear the potential risk of loss. Our Firm will assist Clients in determining an appropriate
strategy based on their tolerance for risk.
While we are alert to indications that data may be incorrect, there is always a risk that our analysis may be
compromised by inaccurate or misleading information.
ALLOCATION RISK
A portfolio may use an asset allocation strategy to pursue its investment objective. There is a risk that a portfolio’s
allocation among asset classes or investments will cause a portfolio to lose value or cause it to underperform
other portfolios with a similar investment objective or strategy or that the investments themselves will not
produce the returns expected.
ALTERNATIVE RISK
Alternative investments include other additional risks. Lock-up periods and other terms obligate Clients to
commit their capital investment for a minimum period, typically no less than one or two years and sometimes up
to 10 or more years. Illiquidity is considered a substantial risk and will restrict the ability of the Client to liquidate
an investment early, regardless of the success of the investment. Alternative investments are difficult to value
within the Client’s total portfolio. There may be limited availability of suitable benchmarks for performance
comparison; historical performance data may also be limited.
In some cases, there may be a lack of transparency and regulation, providing an additional layer of risk. Some
alternative investments may involve the use of leverage and other speculative techniques. As a result, some
alternative investments may carry substantial additional risks, resulting in the loss of some or all of the investment.
Using leverage and certain other strategies will result in adverse tax consequences for tax-exempt investors,
such as the possibility of unrelated business taxable income, as defined under the US Internal Revenue Code.
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CAPITALIZATION RISK
Small-cap and mid-cap companies may be hindered due to limited resources or less diverse products or services.
Their stocks have historically been more volatile than the stocks of larger, more established companies.
COMPANY RISK
The risk related to a Firm’s business plans, stock valuation, profitability, accounting practices, growth strategy,
and other factors particular to a company rather than the overall market. Some of these risks cannot be predicted,
such as the retirement or death of a senior executive, which may lead to negative performance in the future.
CONCENTRATION RISK
Strategies concentrated in only a few securities, sectors or industries, regions or countries, or asset classes could
expose a portfolio to greater risk. They may cause the portfolio value to fluctuate more widely than a diversified
portfolio. Overexposure to certain sectors or asset classes (e.g., MLPs, REITs, etc.) may be detrimental to an
investor if there is a negative sector move.
CURRENCY RISK
If an account invests directly in non-U.S. currencies or securities that trade in and receive revenues in non-U.S.
currencies or in derivatives that provide exposure to non-U.S. currencies, it will be subject to the risk that those
currencies will decline in value relative to the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short periods for several reasons, including changes in interest rates, intervention (or the failure
to intervene) by U.S. or foreign governments, central banks, or supranational entities such as the International
Monetary Fund, or by the imposition of currency controls or other political developments in the United States
or abroad. As a result, an account’s investments in non-U.S. currency-denominated securities may reduce the
account's returns. Foreign currency exchange transactions are conducted on a spot (i.e., cash) basis at the spot
rate prevailing in the foreign currency exchange market or through entering forward contracts to purchase or
sell the currency.
CYBERSECURITY RISK
Increased Internet use makes a portfolio susceptible to operational and informational security risks. In general,
cyber incidents can result from deliberate attacks or unintentional events. Cyberattacks include but are not
limited to infection by computer viruses or other malicious software code, gaining unauthorized access to
systems, networks, or devices through “hacking” or other means to misappropriate assets or sensitive
information, corrupting data, or causing operational disruption. Cybersecurity failures or breaches of third-party
service providers may cause disruptions at third-party service providers and impact our business operations,
potentially resulting in financial losses, the inability to transact business, violations of applicable privacy and
other laws, regulatory fines, or penalties, reputational damage; unanticipated expenses or other compensation
costs; or additional compliance costs. Our Firm has an established business continuity and disaster recovery plan
and related cybersecurity procedures designed to prevent or reduce the impact of such risks; there are inherent
limitations in such plans and systems due in part to the evolving nature of technology and cyberattack tactics.
DEFLATION RISK
When inflation or expectations are low, the value and income of an account’s investments in inflation-linked
securities could fall, resulting in losses.
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EQUITY RISK
Equity instruments are subject to equity market risk, the risk that everyday stock prices fluctuate over short or
extended periods. Equity securities generally have greater price volatility than fixed-income securities. The
market price of equity securities may increase or decrease, sometimes rapidly or unpredictably. Equity securities
may decline in value due to factors affecting markets generally, industries, sectors or geographic regions
represented in those markets, or individual security concerns.
EMERGING MARKETS RISK
The risks of foreign investing are heightened for securities of companies in emerging market countries. In most
cases, emerging market countries' economic and political structures do not compare favorably with the U.S. or
other developed countries regarding wealth and stability. Their financial markets often lack liquidity. In addition
to all the risks of investing in foreign developed markets, emerging market securities are susceptible to
governmental interference, local taxes on investments, restrictions on gaining access to sales proceeds, and less
efficient trading markets. These factors can make emerging market investments more volatile and less liquid
than investments in developed markets.
ETF & ETN RISK
ETFs and ETNs are, by definition, portfolios of securities. Although the unsystematic risk associated with
investments in ETFs and ETNs may be low relative to investments in securities of individual issuers, some events
can trigger sharp, sometimes adverse, price movements in ETFs and ETNs unrelated to the markets' general
activities. These events include, but are not limited to, unanticipated dividends, changes to regular dividend
amounts, announcements of rights offerings, and possible unexpected revisions to the net asset values of the
ETF and ETN. ETFs are subject to market risk, whereas ETNs are subject to both market risk and the credit risk
of the issuer of the ETN.
FREQUENT TRADING RISK
A portfolio Manager may actively and frequently trade investments in a portfolio to carry out its investment
strategies. Frequent trading of investments increases the possibility that a portfolio, as relevant, will realize
taxable capital gains (including short-term capital gains, which are generally taxable at higher rates than long-
term capital gains for US federal income tax purposes), which could reduce a portfolio's after-tax return. Frequent
trading can also mean higher brokerage and other transaction costs, which could reduce a portfolio's return.
The trading costs and tax effects of portfolio turnover can adversely affect its performance.
GEOGRAPHIC CONCENTRATION RISK
If an account concentrates its investments in a particular geographic region or country, its performance is closely
tied to the market, currency, social, political, economic, environmental, and regulatory conditions within that
country or region. These conditions include anticipated or actual government budget deficits or other financial
difficulties, levels of inflation and unemployment, fiscal and monetary controls, and political and social instability
in such countries and regions. As a result, the account is likely to be more volatile than an account with more
geographically diverse investments.
INDUSTRY OR SECTOR RISK
An account that focuses its investments in specific industries or sectors is more susceptible to developments
affecting those industries and sectors than a more broadly diversified fund. Issuers in a single industry can react
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similarly to market, economic, industry, social, political, regulatory, and other conditions. For example, suppose
an account has significant investments in technology companies. In that case, the account may perform poorly
during a downturn in one or more industries or sectors that heavily impact technology companies.
LEGACY HOLDING RISK
Investment advice may be offered on any Client's investment at the start of the advisory relationship. Depending
on tax considerations and Client sentiment, these investments will be sold over time, and the assets invested in
the appropriate strategy. As with any investment decision, there is the risk that timing with respect to the sale
and reinvestment of these assets will be less than ideal or even result in a loss to the Client.
LIQUIDITY RISK
Low trading volume, large positions, or legal restrictions are some conditions that could limit or prevent a
portfolio from selling securities or closing positions at desirable prices. Securities that are relatively liquid when
acquired could become illiquid over time. The sale of any such illiquid investment might be possible only at
substantial discounts or might not be possible at all. Further, such investments may take more work to value.
MANAGEMENT RISK
An account is subject to the risk that judgments about the attractiveness, value, or potential appreciation of the
account’s investments may prove to be incorrect. If the selection of securities or strategies fails to produce the
intended results, the account could underperform other accounts with similar objectives and investment
strategies.
MARKET RISK
Even a long-term investment approach cannot guarantee a profit. Economic, political, and issuer-specific events
will cause the value of securities to rise or fall. Because the value of investment portfolios will fluctuate, there is
the risk that the Client will lose money, and the Client's investment may be worth less upon liquidation. Due to
a lack of demand in the marketplace or other factors, an account may only be able to sell some or all the
investments promptly or may only be able to sell assets at desired prices.
MUTUAL FUND OR ETF RISK
Our models and accounts may use certain ETFs and mutual funds to invest primarily in alternative investments
or strategies. Investing in these alternative investments and strategies may only be suitable for some of our
Clients. These include unique risks, such as those associated with commodities, real estate, and leverage, selling
securities short, use of derivatives, potential adverse market forces, regulatory changes, and potential ill-liquidity.
Unique risks are associated with ETFs that invest principally in real estate securities, such as sensitivity to changes
in real estate values or changes in interest rates and price volatility due to the ETF’s concentration in the real
estate market.
The risks with mutual funds include the costs and expenses within the fund that can impact performance, change
of Managers, and the fund straying from its objective (i.e., style drift). Mutual funds have certain costs associated
with underlying transactions and operating costs, such as marketing and distribution expenses and advisory fees.
Mutual fund costs and expenses vary from fund to fund and will impact a mutual fund’s performance.
Additionally, mutual funds typically have different share classes, as further discussed below, that trade at different
Net Asset Values (“NAV”) as determined at the daily market close and have additional fees and expenses.
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PERFORMANCE OF UNDERLYING MANAGER RISK
We select the mutual funds and ETFs in the asset allocation portfolios. However, we depend on the Manager of
such funds to select individual investments per their stated investment strategy.
REINVESTMENT RISK
The possibility of investing a bond’s cash flows at a rate lower than the expected rate of return assumed at the
time of buying the bond. Reinvestment risk is high for bonds with long maturities and high coupons.
SOCIALLY RESPONSIBLE INVESTING & ESG RISK
Clients utilizing responsible investing strategies and environmental, social responsibility, and corporate
governance (ESG) factors may underperform strategies that do not utilize responsible investing and ESG
considerations. Responsible investing and ESG strategies may operate by excluding certain issuers' investments
or by selecting investments based on compliance with factors such as ESG. This strategy may exclude specific
sectors or industries from the Client’s portfolio, potentially negatively affecting the Client’s investment
performance if the excluded sector or industry outperforms. Responsible investing and ESG are subjective by
nature. Our Firm may rely on analysis and ‘scores’ provided by third parties in determining whether an issuer
meets our Firm’s standards for inclusion or exclusion. A Client’s perception may differ from our Firm or a third
party on how to judge an issuer's adherence to responsible investing principles.
SECTOR RISK
The danger is that the stocks of many companies in one sector (like health care or technology) will fall in price
simultaneously because of an event that affects the entire industry.
TIMING RISK
The risk is that the investment needs to perform better after its purchase or sale. Moreover, if the Client requires
redemption, the Client may face a loss due to poor overall market performance or security performance at that
time.
VALUE INVESTING RISK
Value investing risk is the risk that value stocks do not increase in price, not issue the anticipated stock dividends,
or decline in price, either because the market fails to recognize the stock’s intrinsic value or because the expected
value was misgauged. If the market does not recognize that the securities are undervalued, the prices of those
securities might not appreciate as anticipated. They also may decline in price even though they are already
undervalued in theory. Value stocks are typically less volatile than growth stocks but may lag behind growth
stocks in an up market.
ITEM 9 - DISCIPLINARY INFORMATION
Registered investment advisers are required to provide information about all disciplinary information that would
be material to the Client’s evaluation of our Firm or the integrity of its management. Clients should refer to the
Advisor’s Form ADV Part 2B Brochure Supplement. If the Client did not receive the Advisor’s Form ADV Part 2B
Brochure Supplement, the Client should contact the Chief Compliance Officer using the information provided
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on the cover page of this Brochure. Our Chief Compliance Officer is available to address any questions the Client
or prospective Client may have regarding the above or any information outlined in this Brochure.
Our Firm has no legal or disciplinary events that are material to the Client or prospective Clients, evaluation of
our advisory business, or the integrity of our management services.
ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES & AFFILIATIONS
Clients should review our IARs Form ADV Part 2B Brochure Supplement to determine whether the Client’s IAR
is engaged in any of the activities described below that may create a conflict of interest. If the Client did not
receive the Advisor’s Form ADV Part 2B Brochure Supplement, the Client should contact the Firm’s Chief
Compliance Officer using the information on the cover page of this Brochure. The Chief Compliance Officer is
available to address any questions the Client or prospective Client may have regarding any of the below conflicts
of interest, or any other information outlined in this Brochure.
BROKER-DEALER AFFILIATED
Certain employees of KERUX are Dually Registered Persons. LPL Financial is a broker-dealer independently
owned and operated and is not affiliated with KERUX. Please refer to Item 12 for a discussion of the benefits our
Firm may receive from LPL Financial, and the conflicts of interest associated with such benefits.
Some of the IARs, in their capacity as Registered Representatives of LPL or as agents appointed with various life,
disability, or other insurance companies, receive insurance commissions, fee trails, or other compensation from
the respective product sponsors or as a result of effecting securities transactions for Clients. However, Clients
should note that they are not obligated to purchase investment products through our IARs.
As a result of the relationship with LPL, they may have access to certain confidential information (e.g., financial
information, investment objectives, transactions, and holdings) about our Client, even if the Client does not
establish any account through LPL. Please contact our Firm’s CCO to request a copy of the LPL Privacy Policy.
The contact information for our Firm can be found on the Cover Page of this Brochure.
The individuals licensed as registered representatives of LPL Financial are subject to regulations that restrict
them from conducting securities transactions away from LPL Financial without written authorization from LPL
Financial. Clients should, therefore, be aware that for accounts where LPL Financial serves as the Custodian, our
Firm is limited to offering services and investment vehicles that are approved by LPL Financial and may be
prohibited from offering services and investment vehicles that may be available through other broker/dealers
and Custodians.
INSURANCE COMPANIES
In their individual capacities, some of our Firm’s IARs are agents for various third-party insurance companies. As
such, these individuals may receive separate yet customary commission compensation for implementing product
transactions on our advisory Clients' behalf. Clients, however, are not obligated to engage the IARs when
considering implementing advisory or insurance recommendations. Implementing any or all recommendations
is solely at the Client's discretion.
OTHER FINANCIAL INDUSTRY ACTIVITIES
Our Firm, and our IARs do not have a related company that is a (1) broker-dealer, municipal securities dealer,
government securities dealer or broker, (2) investment company or other pooled investment vehicle (including
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a mutual fund, closed-end investment company, unit investment trust, private investment company or “hedge
fund,” and offshore fund), (3) other investment adviser or financial planner, (4) futures commission merchant,
commodity pool operator, or commodity trading advisor, (5) banking or thrift institution, (6) accountant or
accounting firm, (7) lawyer or law firm, (8) insurance company or agency, (9) pension consultant, (10) real estate
broker or dealer, or (11) sponsor or syndicator of limited partnerships.
ITEM 11 - CODE OF ETHICS, PARTICIPATION & INTEREST IN CLIENT
TRANSACTIONS, & PERSONAL TRADING
Our Firm maintains a Code of Ethics to reinforce the fiduciary principles governing it and its employees. The
Code, among other things, requires all employees to act with integrity, ethics, and professionalism.
Policies against overreaching, self-dealing, insider trading, and conflicts of interest are outlined in our Code. Our
Code forbids employees from trading, either personally or on behalf of others, based on non-public material
information or communicating non-public material information to others, violating the law.
Additionally, our Code sets forth restrictions and quarterly attestations on receiving gifts, outside business
activities, personal trading activity, maintenance of personal brokerage accounts, and other matters. The Code
is appropriately designed and implemented to prevent or eliminate potential conflicts of interest between our
Firm, our employees and IARs, Clients, and investors. We always strive to make decisions in our Client's best
interest should a conflict of interest arise.
Clients should be aware that no set of rules, policies, or procedures can anticipate, avoid, or address all potential
conflicts of interest.
Our employees, IARs, and our associated persons are not prohibited from owning or trading securities bought,
sold, and recommended to our Client, provided such personal trading activity complies with the parameters,
limitations, and requirements of the Code. Employees, IARs, and associated persons must receive approval from
our Firm’s CCO when engaging in reportable securities transactions. Our CCO is responsible for reviewing all
employees', IARs, and associated persons' trading when they occur and periodically reviewing trading activity.
Our CCO has broad discretion to reject employee trading for any reason. Our firm’s policies and procedures
related to the personal trading activity of employees aim to demonstrate our commitment to placing the Client’s
interests ahead of our own.
While our Firm does not maintain a proprietary trading account and therefore does not have a direct material
financial interest in any securities, it recommends to Clients, in certain situations, our Firm’s employees and
associated persons may purchase interests in the same securities at the same or different portfolio percentages
or risk levels, in which one or more Clients is investing or has invested. Conversely, the Client may purchase
interests in security where our employees, IARs, and associated persons are investing or have invested.
Any exceptions to the Code require the prior approval of the CCO. We will provide a copy of the Code to any
Client or prospective Client upon such written or verbal request. Such requests should be directed to our Firm’s
CCO at the contact information listed in Item 1 on the Cover Page of this Brochure.
ITEM 12 - BROKERAGE PRACTICES
INVESTMENT MANAGEMENT SERVICES
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We will generally require that Clients establish a brokerage account with LPL Financial to maintain custody of
the Clients’ assets and to effect trades for their accounts. LPL Financial provides brokerage and custodial services
to independent investment advisory firms, including our Firm. For accounts custodied at LPL Financial, LPL
Financial is generally compensated by Clients through commissions, trials, or other transaction-based fees for
trades that are executed through LPL Financial or that settle into LPL Financial accounts. For IRA accounts, LPL
Financial generally charges account maintenance fees. In addition, LPL Financial also charges Clients
miscellaneous fees and charges, such as account transfer fees.
While LPL Financial does not participate in or influence the formulation of the investment advice our Firm
provides, certain supervised persons of our Firm are Dually Registered Persons. Dually Registered Persons are
restricted by certain FINRA rules and policies from maintaining Client accounts at another Custodian or
executing Client transactions in such Client accounts through any broker-dealer or Custodian that is not
approved by LPL Financial. As a result, the use of other trading platforms must be approved not only by our
Firm but also by LPL Financial.
Clients should also be aware that for accounts where LPL Financial serves as the Custodian, our Firm is limited
to offering services and investment vehicles that are approved by LPL Financial and may be prohibited from
offering services and investment vehicles that may be available through other broker-dealers and Custodians,
some of which may be more suitable for the Client’s portfolio than the services and investment vehicles offered
through LPL Financial.
Clients should understand that not all investment advisers require the Client’s custody of their accounts and
trade through specific broker-dealers.
Clients should also understand that LPL Financial is responsible under FINRA rules for supervising certain
business activities of our Firm and its Dually Registered Persons that are conducted through broker-dealers and
Custodians other than LPL Financial. LPL Financial charges a fee for its oversight of activities conducted through
these other broker-dealers and Custodians. This arrangement presents a conflict of interest because our Firm
has a financial incentive to recommend that the Client maintain their account with LPL Financial rather than with
another broker-dealer or Custodian to avoid incurring the oversight fee.
BENEFITS RECEIVED BY KERUX, LLC PERSONNEL
LPL Financial makes available to our Firm various products and services designed to assist our Firm in managing
and administering Client accounts. Many of these products and services may be used to service all or a
substantial number of our Firm’s accounts, including accounts not held with LPL Financial. These include software
and other technology that provide access to Client account data (such as trade confirmation and account
statements); facilitate trade execution (and aggregation and allocation of trade orders for multiple Client
accounts); provide research, pricing information, and other market data; facilitate payment of our Firm’s fees
from its Clients’ accounts; and assist with back-office functions; recordkeeping and Client reporting.
LPL Financial also makes available our Firm’s other services intended to help our Firm manage and further
develop its business. Some of these services assist our Firm in better monitoring and service program accounts
maintained at LPL Financial. However, many of these services benefit only our Firm, for example, services that
assist our Firm in growing its business. These support services and/or products may be provided without cost,
at a discount, and/or at a negotiated rate, and include practice management-related publications; consulting
services; attendance at conferences and seminars, meetings, and other educational and/or social events;
marketing support; and other products and services used by our Firm in furtherance of the operation and
development of its investment advisory business.
Where a third-party vendor provides such services, LPL Financial will either make a payment to our Firm to cover
the cost of such services, reimburse our Firm for the cost associated with the services, or pay the third-party
vendor directly on behalf of our Firm.
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The products and services described above are provided to our Firm as part of its overall relationship with LPL
Financial. While, as a fiduciary, our Firm endeavors to act in its Clients’ best interests, the receipt of these benefits
creates a conflict of interest because our Firm's requirement that Clients' custody of their assets at LPL Financial
is based in part on the benefit to our Firm of the availability of the foregoing products and services and not
solely on the nature, cost or quality of custody or brokerage services provided by LPL Financial. Our Firm’s
receipt of some of these benefits may be based on the amount of advisory assets custodied on the LPL Financial
platform.
TRANSITION ASSISTANCE BENEFITS
LPL Financial provides various benefits and payments to Dually Registered Persons on the LPL platform to assist
our IAR with the costs (including foregone revenues during account transition) associated with transitioning their
business (collectively referred to as “Transition Assistance”). The proceeds of such Transition Assistance
payments are intended to be used for a variety of purposes, including but not necessarily limited to providing
working capital to assist in funding the Dually Registered Person’s business, satisfying any outstanding debt
owed to the Dually Registered Person’s prior firm, offsetting account transfer fees (ACATs) payable to LPL as a
result of the Dually Registered Person’s Clients transitioning to LPL custodial platform, technology set-up fees,
marketing and mailing costs, stationary and licensure transfer fees, moving expenses, office space expenses,
staffing support, and termination fees associated with moving accounts.
The amount of the Transition Assistance payments is often significant in relation to the overall revenue earned
or compensation received by the Dually Registered Person at prior firms. Such payments are generally based
on the size of the Dually Registered Person’s business established at their previous firm or assets under custody
at LPL. Please refer to the relevant Part 2B brochure supplement for more information about the specific
Transition Payments your representative receives.
Transition Assistance payments and other benefits are provided to IARs of our Firm in their capacity as Registered
Representatives of LPL Financial. However, the receipt of Transition Assistance by such Dually Registered
Persons creates conflicts of interest relating to our Firm’s advisory business because it creates a financial incentive
for our IARs to recommend that its Clients maintain their accounts with LPL. In certain instances, such benefits
are received depending on a Dually Registered Person maintaining its Clients’ assets with LPL. Therefore, we
are incentivized to recommend that Clients maintain their account with LPL to generate such benefits.
Our Firm attempts to mitigate these conflicts of interest by evaluating and recommending that Clients use LPL
services based on the benefits that such services provide to our Clients rather than the Transition Assistance
earned by any particular Dually Registered Person. We consider LPL’s trading expertise, commission rates, the
value of research financial stability, and broker infrastructure when recommending or requiring that Clients
maintain accounts with LPL. However, Clients should be aware of this conflict and consider it when deciding
whether to custody their assets in a brokerage account at LPL Financial.
BROKERAGE FOR CLIENT REFERRALS
We do not receive Client referrals from any Custodian or third party in exchange for using that broker-dealer or
third party.
AGGREGATION AND ALLOCATION OF TRANSACTIONS
We may aggregate transactions if we believe that aggregation is consistent with the duty to seek the best
execution for our Clients and is consistent with the disclosures made to Clients and terms defined in the Client
Investment Advisory Agreement. No advisory Client will be favored over any other Client. Each account in an
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aggregated order will participate at the average share price (per Custodian) for all transactions in that security
on a given business day.
If we do not receive a complete fill for an aggregated order, we will allocate the order on a pro-rata basis. If we
determine that a pro-rata allocation is not appropriate under the particular circumstances, we will base the
allocation on other relevant factors, which may include:
• When only a small percentage of the order is executed, allocations may be given to accounts high in
cash;
• Concerning sale allocations, allocations may be provided to accounts low in cash;
• We may allocate shares to the account with the minor order, to the smallest position, or to an account
that is out of line concerning security or sector weightings relative to other portfolios with similar
mandates;
•
•
• We may allocate to one account when that account has limitations in its investment guidelines
prohibiting it from purchasing other securities that we expect to produce similar investment results, and
other accounts can purchase that in the block;
If an account reaches an investment guideline limit and cannot participate in an allocation, we may
reallocate shares to other accounts. For example, this may be due to unforeseen changes in an
account’s assets after an order is placed;
If a pro-rata allocation of a potential execution would result in a de Minimis allocation in one or more
accounts, we may exclude the account(s) from the allocation.
• We will document the reasons for any deviation from a pro-rata allocation.
TRADE ERRORS
We have implemented procedures to prevent trade errors; however, trade errors in Client accounts cannot
always be avoided. Consistent with our fiduciary duty, it is our policy to correct trade errors in a manner that is
in the best interest of the Client. In cases where the Client causes the trade error, the Client will be responsible
for any loss resulting from the correction. Depending on the specific circumstances of the trade error, the Client
may not be able to receive any gains generated due to the error correction. In all situations where the Client
does not cause the trade error, the Client will be made whole, and we would absorb any loss resulting from the
trade error if our Firm caused the error. If the Custodian causes the error, the Custodian will be responsible for
covering all trade error costs. We will never benefit or profit from trade errors.
DIRECTED BROKERAGE
We do not routinely recommend, request, or require that the Client direct us to execute transactions through a
specified broker-dealer. Additionally, we typically do not permit the Client to direct brokerage. We place trades
for the Client’s account subject to our duty to seek the best execution and other fiduciary responsibilities.
ITEM 13 - REVIEW OF ACCOUNTS
CLIENT REVIEWS
Our IARs will monitor Client accounts regularly and perform annual reviews with each Client. Our Firm reviews
Client accounts and financial plans on a periodic basis. All accounts are reviewed for consistency with Client
investment strategy, asset allocation, risk tolerance, and performance. More frequent reviews may be triggered
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by changes in an account holder’s personal, tax, or financial status. Geopolitical and macroeconomic-specific
events may also trigger reviews.
Our recommendations depend on the information provided by the Client. It is imperative that our Client notifies
our Firm of any situation that would impair our ability to manage Client accounts properly.
The Client receives a copy of each trade confirmation (unless the Client has authorized the Custodian to suppress
the confirmations) and the standard account statement from the qualified account Custodian every quarter.
ITEM 14 - CLIENT REFERRALS & OTHER COMPENSATION
BROKERAGE PRACTICES
As disclosed under Item 12 Brokerage Practices, we participate in the Custodian’s institutional customer
programs, and we may recommend a Custodian to our Clients for custody and brokerage services. There is no
direct link between our participation in the program and the investment advice we give to our Clients. However,
we receive economic benefits through our participation in the program that is typically not available to any other
independent advisors participating in the program. These benefits 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 adviser 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 certain institutional money Managers.
• Discounts on compliance, marketing, research, technology, and practice management products or
services provided to us by third-party vendors.
Custodians may also have paid for business consulting and professional services received by some of our IARs.
Some of the products and services made available by Custodians through the program may benefit us but may
not benefit the Client’s account. These products or services may assist us in managing and administering Client
accounts, including accounts not maintained at our recommended Custodian. Other services made available by
the Custodian are intended to help us manage and further develop our business enterprise. The benefits our
Firm or our IARs receive through participation in the program do not depend on the amount of brokerage
transactions directed to the Custodian. Due to these arrangements, our Client does not pay more for assets
maintained at LPL. As part of our fiduciary duties to Clients, we constantly endeavor to put our Client's interests
first. Clients should be aware, however, that receiving economic benefits from our Firm or our IARs in and of
itself creates a conflict of interest because the cost of these services would otherwise be borne directly by us.
These arrangements could indirectly influence our choice of Custodian for custody and brokerage services.
Clients should consider these conflicts of interest when selecting a Custodian. The products and services
provided by the Custodian, how they benefit us, and the related conflicts of interest are described above.
LEAD GENERATION & REFERRALS
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CLIENT REFERRALS
Our Firm neither accepts nor pays fees for Client referrals. Further, we do not have any compensation
arrangements other than what is disclosed in this Brochure.
Our Firm adopted Rule 206(4)-1 under the Advisers Act, known as the new “Marketing Rule.” All Client
solicitation activity will comply with the provisions of the new Marketing Rule.
LEAD REFERRALS
Our Firm pays a flat fee to participate in an online matching program that seeks to match prospective advisory
Clients with investment advisers. The program, which SmartVestor operates, provides information about
investment advisory firms to persons who have expressed an interest in such firms. The program also provides
the name and contact information of such persons to the advisory firms as potential leads. The flat fee we pay
for being provided with potential leads varies based on certain factors, such as geographical location, and the
fee is payable regardless of whether the prospect becomes our advisory Client.
OTHER PROFESSIONALS
Our Firm may refer business to estate planning attorneys, accountants, insurance brokers, and other
professionals. However, we do not receive monetary or other material compensation for referring Clients to such
professionals. We also do not pay any person or firm commissions or other items of material value for referring
Clients to us. If we receive or offer an introduction to the Client, we do not pay or earn a referral fee, nor are
there established quid pro quo arrangements. Each Client can accept or deny such referral or subsequent
services.
ITEM 15 - CUSTODY
Regulators have defined custody as having access or control over Client funds or securities. As it applies to our
Firm, we do not have physical custody of funds or securities.
FEE DEDUCTION
Our Firm is deemed to have constructive custody over those Client accounts where our Firm is able to deduct
our fees directly from the Client account. As long as we comply with specific regulatory requirements, this
constructive custody does not mandate that our Firm undergo a surprise audit for those accounts. Our Clients
receive account statements directly from LPL Financial at least quarterly. Our Firm may send Clients quarterly
reports that our Firm produces using our portfolio accounting system, LPL Clientworks.
We strongly urge our Clients to compare such reports with the statements received from LPL Financial.
Furthermore, when our Firm calculates our investment management fees and instructs the Custodian to remit
these fees to us directly from Clients’ accounts, the Custodian does not verify our calculation of fees. Our Firm
performs quarterly testing to ensure that our fees are charged per the Client’s Investment Advisory Agreement
on file with our Firm.
STANDING LETTERS OF AUTHORIZATION (“SLOA”)
Additionally, our Firm is deemed to have custody of the Client’s funds or securities when the Client has standing
authorizations with their Custodian to move money from the Client’s account to a third-party (“SLOA”) and,
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under that SLOA, it authorizes us to designate the amount or timing of transfers with the Custodian. The SEC
has set forth standards to protect the Client’s assets in such situations, which we follow. We do not have a
beneficial interest in any of the accounts we are deemed to have Custody of where SLOAs are on file. In addition,
account statements reflecting all activity on the account(s) are delivered directly from the qualified Custodian to
each Client or the Client’s independent representative at least monthly. A Client should carefully review those
statements and are urged to compare the statements against reports received from us. When the Client has
questions about the Client’s account statements, contact us, the Client’s Advisor, or the qualified Custodian
preparing the statement.
ITEM 16 - INVESTMENT DISCRETION
AUTHORITY
DISCRETIONARY AUTHORITY
Upon receiving written authorization from the Client, our Firm provides discretionary investment advisory
services for Client accounts. For discretionary accounts, before engaging our Firm to provide investment
advisory services, a Client will enter into a written Investment Advisory Agreement with us granting our Firm the
authority to supervise and direct, on an ongoing basis, investments per the Client's investment objective and
guidelines. In addition, our Client will need to execute additional documents required by the Custodian to
authorize and enable our Firm, in its sole discretion, without prior consultation with or ratification by our Client,
to purchase, sell or exchange securities in and for Client accounts. We are authorized, at our discretion and
without prior consultation with the Client, to (1) buy, sell, exchange, and trade any stocks, bonds, or other
securities or assets and (2) determine the amount of securities to be bought or sold and (3) place orders with the
Custodian. Any limitations to such discretionary authority will be communicated to our Firm in writing by the
Client.
The limitations on investment and brokerage discretion held by our Firm are:
• For discretionary accounts, we require that we be given the authority to determine which securities and the
amounts to be bought or sold.
• Any limitations on this discretionary authority shall be in writing as indicated in the Investment Advisory
Agreement. Clients may change or amend these limitations as required.
ITEM 17 - VOTING CLIENT SECURITIES
PROXY VOTING
Our Firm cannot vote for Client securities. Clients will receive proxies or other solicitations directly from the
Custodian or a transfer agent. Clients are responsible for obtaining and voting proxies for all securities
maintained in their portfolios. We may provide advice to the Client advice regarding the voting of proxies.
Clients can contact our Firm with any questions or concerns about a particular solicitation.
For accounts held with an SMA or ITPM and depending on their voting policies and procedures, the SMA or
ITPM could require the Client to appoint them as agent and attorney-in-fact with discretion to vote proxies on
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the Client’s behalf. Clients should review the SMA or ITPMs disclosure brochure to understand their proxy voting
policies and procedures.
CLASS ACTION LAWSUITS
Our Firm does not advise or instruct Clients on whether to participate as a member of class action lawsuits and
will not automatically file claims on the Client’s behalf. However, if the Client notifies us that they wish to
participate in a class action, we will provide the Client with transaction information about the Client’s account
that is required to file a proof of claim in a class action.
ITEM 18 - FINANCIAL INFORMATION
FINANCIAL CONDITION
Our Firm has no financial commitment that impairs its ability to meet Client contractual and fiduciary obligations
and has not been the subject of a bankruptcy proceeding. We do not require or solicit prepayment of more than
$1200 in fees per Client six months or more in advance. Therefore, we are not required to include a balance
sheet for the most recent fiscal year.
ADDITIONAL INFORMATION
PRIVACY POLICY
Our Firm collects non-public personal information about Clients from information received on applications or
other forms and Client transactions with firm affiliates, others, or our Firm. We do not disclose any nonpublic
personal information about current or former Clients except as permitted by law or to provide services. Firm
employees have limited access to Clients' data based on their responsibilities to provide products or services to
Clients.
Our Firm maintains physical, electronic, and procedural safeguards in compliance with federal standards to
protect Client information. If the IAR servicing the Client account leaves our Firm to join another firm, the IAR is
not permitted to retain copies of specific Client information.
A copy of our Firm's Privacy Policy is given to each Client at account opening, upon request, and provided
annually.
OPTING OUT
If the Client does not want an IAR to retain copies of the Client's non-public personal information when the IAR
leaves our Firm to join another firm, the Client can contact our Compliance Department by calling 916-846-7780.
BUSINESS CONTINUITY PLAN
Our Firm has developed a Business Continuity Plan to address how our Firm will respond to events that
significantly disrupt the operation of our business. Since the timing and impact of disasters and disruptions are
unpredictable, our Firm will be flexible in responding to actual events as they occur.
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Within 24 hours after a significant business disruption, our Firm plans to quickly recover and resume business
operations and respond by safeguarding employees and property, making a financial and operational
assessment, protecting our Firm’s books and records, and allowing Clients to transact business. Given the scope
and severity of the significant business disruption, our business continuity plan is designed to permit our Firm to
resume operations as quickly as possible.
Our Firm’s business continuity plan addresses: data back-up and recovery; all mission critical systems; financial
and operational assessments; alternative communications with customers, employees, and regulators; alternate
physical location of employees; critical supplier, contractor, bank, and counter-party impact; regulatory
reporting; and assuring Clients’ prompt access to their funds and securities if our Firm is unable to continue as
a business.
Our Firm backs up essential records in a geographically separate area. At the same time, every emergency poses
unique problems based on external factors, such as the time of day and the severity of the disruption. Its
objective is to restore operations and be able to complete existing transactions and accept new transactions
and payments within four hours of the disruptive event. Client orders and requests for funds and securities could
be delayed during this period.
VARYING DISRUPTIONS
Significant business disruptions can vary in scope, such as disruption that affects only our Firm, a single building
housing our Firm, the business district where our Firm is located, the city where our Firm is located, or the whole
region. Within each of these areas, the severity of the disruption can also vary from minimal to severe. In a
disruption to only our Firm or a building housing our Firm, our Firm will transfer operations to a local site when
needed and expect to recover and resume business within 24 hours.
In a disruption affecting our Firm’s business district, city, or region, our Firm will transfer operations to a site
outside the affected area and recover and resume business within three (3) days. In either situation, our Firm
plans to continue the business, transfer operations to its clearing firm if necessary, and provide Clients with
instructions on contacting our Firm through its parent company. If the significant business disruption is so severe
that it prevents our Firm from remaining in business, our Firm will ensure the Client’s prompt access to their
funds and securities.
This information is provided solely to Clients of our Firm, and no further distribution or disclosure is permitted
without the prior written consent of our Firm. No person other than our Firm Clients can rely on any statement
herein. Our Firm’s Business Continuity Plan is reviewed and updated regularly and is subject to change.
Please visit the website at www.keruxfinancial.com for the most current copy of this disclosure. The Client can
request an updated copy by contacting our Firm at 916-846-7780 or writing our Firm at the following:
Kerux, LLC
4180 Douglas Blvd., Suite 200
Granite Bay, CA 95746
O / 916-846-7780
W / keruxfinancial.com
CONTACTING US
If the Client cannot contact our Firm at 916-846-7780 after a significant business disruption, please visit the
website at www.keruxfinancial.com to review updated contact information.
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