Overview
- Headquarters
- Grand Rapids, MI
- Average Client Assets
- $1.4 million
- SEC CRD Number
- 7763
Fee Structure
Primary Fee Schedule (2025 CSC APPENDIX 1 WRAP FEE BROCHURE)
| Min | Max | Marginal Fee Rate |
|---|---|---|
| $0 | $500,000 | 2.00% |
| $500,001 | $1,000,000 | 1.75% |
| $1,000,001 | and above | 1.50% |
Illustrative Fee Rates
| Total Assets | Annual Fees | Average Fee Rate |
|---|---|---|
| $1 million | $18,750 | 1.88% |
| $5 million | $78,750 | 1.58% |
| $10 million | $153,750 | 1.54% |
| $50 million | $753,750 | 1.51% |
| $100 million | $1,503,750 | 1.50% |
Clients
- HNW Share of Firm Assets
- 42.41%
- Total Client Accounts
- 3,962
- Discretionary Accounts
- 2,769
- Non-Discretionary Accounts
- 1,193
Services Offered
Services: Financial Planning, Portfolio Management for Individuals, Portfolio Management for Institutional Clients, Pension Consulting, Investment Advisor Selection, Educational Seminars
Regulatory Filings
Additional Brochure: 2026 CSC - APPENDIX 1 WRAP FEE BROCHURE (2026-03-27)
View Document Text
ADV Part 2 - Appendix 1
Wrap Fee Brochure
Centennial Select Program
Centennial Securities Company, Inc.
3075 Charlevoix Drive, S.E.
Grand Rapids, Michigan 49546
(616) 942-7680
www.centennialsec.com
March 31th, 2026
(last updated)
This wrap fee brochure provides information about the qualifications and business
practices of Centennial Securities Company, Inc. If you have any questions about the contents of
this brochure, please contact us at (616) 942-7680. The information in this brochure has not been
approved or verified by the United States Securities and Exchange Commission or by any state
securities authority.
Additional information about Centennial Securities Company, Inc. is also available on the
SEC’s website at www.adviserinfo.sec.gov.
Centennial Securities Company, Inc.
Part 2A Appendix 1 of Form ADV
INTRODUCTION
This brochure contains important information. We encourage you to read it carefully
and to ask questions if there is any information that you do not understand. The format and
content of this brochure have been prepared based on the instructions to Form ADV Part 2A,
Appendix 1, which is prescribed for use by registered investment advisers sponsoring wrap fee
programs under federal and state securities laws and related rules. Investment adviser registration
does not imply a certain level of skill or training.
In this brochure, references to “we,” “us,” “our,” or “our firm” refer to Centennial
Securities Company, Inc. Individuals who serve as our directors, officers, employees, and
investment adviser representatives may also be referred to as our “representatives.” Our firm’s
clients and prospective clients are referred to as “you,” “your,” or “our clients.”
ITEM 2: MATERIAL CHANGES
This section is designed to summarize material changes made since our previous Form
ADV, Part 2A was filed with the SEC on March 31, 2025. Since the last version, no material
changes have been made. Please contact your investment adviser representative or our office at
616-942-7680 if you have any questions or would like a new or additional copy of this disclosure
document.
Centennial Securities Company, Inc.
Part 2A Appendix 1 of Form ADV
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ITEM 3: TABLE OF CONTENTS
ITEM 1: COVER PAGE ................................................................................................................. i
ITEM 2: MATERIAL CHANGES ................................................................................................ ii
ITEM 3: TABLE OF CONTENTS ............................................................................................... iii
ITEM 4: SERVICES, FEES, AND COMPENSATION ............................................................... 1
ITEM 5: ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS ....................................... 7
ITEM 6: PORTFOLIO MANAGER SELECTION AND EVALUATION .................................. 7
ITEM 7: CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS ................. 13
ITEM 8: CLIENT CONTACT WITH PORTFOLIO MANAGERS ........................................... 13
ITEM 9: ADDITIONAL INFORMATION ................................................................................. 14
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ITEM 4: SERVICES, FEES, AND COMPENSATION
OUR SERVICES - OVERVIEW
We are headquartered in Grand Rapids, Michigan. We began business as a securities
broker-dealer in 1978. We began offering investment advisory services in 2000. Our principal
owners include, Ryan Diepstra, James Klunder, Kevin Kelly, Mario Bernardi, and Mike Ochoa.
We sponsor the Centennial Select Program (our “Program”), which is a wrap fee advisory
program designed to help you meet your investment objectives and goals. A wrap fee program is
an investment program where you pay us, as the sponsor of the program, an asset-based fee that
covers the costs of investment advisory services and trade execution. We also offer other
customized portfolio management services, including financial planning and consulting. This
disclosure brochure deals only with our Program. Descriptions of the services and fees for the
other services we offer can be found in a separate disclosure brochure, which is always available
to you upon request.
Our investment advisory services through this Program are provided by and through our
representatives who will serve as your individual portfolio manager to provide investment advisory
and brokerage services to your account on either a discretionary or non-discretionary basis, as
desired by you. We do not have an investment committee that determines the investment advice
or recommendations to be given to our clients. Instead, each of our representatives exercises his
or her own professional judgment to provide individually tailored investment advice,
recommendations, and advisory services to you on behalf of our firm.
After analyzing your
Prior to engaging us to provide our services, you will be required to enter into an
Investment Management Agreement with us setting forth the terms and conditions under which
we will provide our services. We will obtain information from you about your financial situation,
investment objectives, and risk tolerance, by meeting or speaking with you and/or providing you
with a questionnaire designed to obtain your relevant information. It is important that you provide
accurate and complete information as we will rely on the information you and other authorized
parties (e.g., your attorney, accountant, or other professional) provide to us and will not verify this
information when preparing our recommendations.
individual
circumstances, objectives, and risk profile, we will present our recommendations to you.
We emphasize regular personal client contact and interaction in providing our investment
advisory services. Based on your individual investment objectives, financial situation, and risk
tolerance, we will recommend an initial portfolio allocation. As your financial situation, goals,
objectives, or needs change, you must notify us promptly. In addition, if you select discretionary
portfolio management services (see below for more information), you will have the opportunity to
place reasonable restrictions on the types of investments held in your portfolio.
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Account Custodian
Even though we are the broker-dealer of record for accounts in our Program, we do
not act as the custodian. We typically utilize our clearing firm, RBC Correspondent
Services, a division of RBC Capital Markets, LLC, (“RBC”) as the custodian for accounts
in our Program. However, depending on the representative with whom you decide to
work, you may have the option of utilizing Charles Schwab & Co., LLC or Fidelity
Brokerage Services, LLC for custodial services.
Once you sign our required Investment Management Agreement and the other
required account opening documentation, we will open an account for you at RBC or your
alternatively selected custody provider (collectively, your “Custodian”). Your Custodian
will take and maintain custody of your assets, allow your investment adviser representative
to execute transactions, and provide trade confirmations and periodic statements for your
account. Once you have opened an account with your Custodian and deposited assets
designated for participation in our Program, we can begin investing your assets pursuant
to your investment profile, our written Investment Management Agreement, and any other
limitations you established with us in writing.
Centennial Select – Customized Portfolios
We develop customized portfolios based on our professional judgment, investment
research and analysis, as well as the experience of our representatives, including the use of
software provided by our clearing broker-dealer and qualified custodian, RBC. Subject to
our firm’s general supervision your representative will determine the investment advice
you receive. Based on your personal circumstances and risk tolerance, our representatives
will recommend a customized investment portfolio by which to manage your account. You
and your representative may agree upon an investment policy or limitations to be followed
in managing your account. If we believe it is appropriate to meet your specific investment
objectives, we may suggest that one or more portions of your accounts be managed using
different investment strategies.
Discretionary & Non-Discretionary
You may choose either discretionary or nondiscretionary investment management
services in the Centennial Select Program, which will be set-forth in our Investment
Management Agreement. Non-discretionary management means that we must obtain your
approval for each recommendation prior to making any buy or sell transactions in your
account. Discretionary authority grants us the ability to determine, without obtaining your
specific consent, the securities and amount of securities to be bought or sold for your
portfolio, including the reinvestment of your assets within the account. Discretionary
authority does not allow us to direct or move assets outside of your account. In all cases,
however, discretion must be exercised in a manner consistent with your stated investment
objectives for the account and by considering the size of your account and your risk
tolerance. Additionally, we will observe any investment policies and restrictions that you
provide us in writing.
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Investment Strategies
In recommending one or more investment strategies, we seek to combine various
risk categories that, when considered as a whole, have a blended risk/return characteristic
that is consistent with your overall risk tolerance, investment objectives, and time horizon.
We may change the investments from time-to-time based on a variety of factors, including
such things as our assessment of the stock market, interest rates, the economy, recent
developments impacting specific securities, and other considerations. We change your
portfolio’s composition or its investment weighting by purchasing or selling securities held
in your account.
Investment decisions will be driven primarily by changes in our recommended asset
allocation for your account, rather than the timing of your purchase, sale of any particular
investment, or how long you have held it. We will generally purchase, sell, and hold
investments in your portfolio without specific consideration of your other investments and
without regard to the specific tax consequences resulting from the purchase or sale of an
investment in your account. For specific tax questions or concerns, you should consult a
tax professional.
Our customized approach helps us to manage your account while providing you
with the appropriate amount of flexibility. For example, you may already own some
investments that you wish to hold for personal or other reasons. You may own some
securities that we would not have recommended, but that you may not want to sell for tax
reasons. We are not responsible for the suitability of investments that you have
selected without our recommendation whether or not you continue to hold them after
we begin managing your account.
Summary of Services within our Program
As part of the services within our Program, on an ongoing basis, your investment
adviser representative will track the performance of your account(s), review your financial
circumstances and investment objectives, meet or speak with you periodically, and make
appropriate adjustments to your portfolio to facilitate the desired results. Other services
within the Program may include the following:
Investment planning;
Identification and evaluation of appropriate investment vehicles;
• Assessment of your investment needs and objectives;
•
• Development of a suitable asset allocation strategy;
•
• Deployment of selected investment vehicles on your behalf;
• Ongoing review of your accounts to ensure adherence to investment guidelines and
asset allocation;
• Recommendations for account rebalancing, if necessary;
• Online reporting of your account performance and progress; and
• Execution of trades and other transactions.
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Defined Contribution Plan Services
We may be engaged by the sponsor or trustees of self-directed, defined contribution
pension and retirement plans to advise them about the plan’s investment menu. Typically,
this entails evaluating and recommending the mutual funds available to the plan’s
participants. We contract directly with the plan’s sponsor or trustees. Our advisory fees
are paid by the plan or its sponsor.
For no additional charge, plan sponsors and trustees typically ask us to provide
educational information and advice about the plan and its investment menu to the plan’s
participants. Our advice to plan participants does not affect the amount of compensation
our firm or our representatives receive from or with respect to the plan. Plan participants
are not our clients, though they could independently retain our services to personally advise
them about their own circumstances. If a participant engages us to provide advice about
his or her personal circumstances, our fees are not based on the value of assets held in their
plan account.
Our advice to participants typically includes: (i) explaining the plan’s terms and
benefits, (ii) suggesting an appropriate asset allocation from among the menu of available
mutual funds in light of our general understanding of the participant’s age and personal
circumstances, (iii) suggesting which of the available mutual funds are appropriate for the
suggested asset allocation, and (iv) discussing mutual fund and participant-level account
performance. In most cases, our consultations with participants are provided during on-
site meetings at the plan sponsor’s premises. Our consultations with participants are not
customized to fit their personal circumstances.
Our advisory services with respect to plans’ and their participants’ accounts are only
offered on a non-discretionary basis.
We do not have authority to implement our
recommendations. All investment decisions must be specifically approved by the plan’s trustee(s)
or participants, as applicable under the plan’s terms and conditions.
OUR FEES
In order to utilize our Program, you must pay a “wrap fee” based on the amount of assets
under management that covers investment advice, trade execution, and reporting services. The
standard fee schedule for our Program is set forth below. Standard fees may be negotiable with
your individual investment adviser representative and may vary from the standard schedule
shown below. See below for details on fee exclusions, calculations, refunds, and other
information. Our standard fee schedule is as follows:
Account Value
Under $500,000
$500,000 – $1,000,000
Over $1,000,000
Annualized Fee
0.75% – 2.00%
0.50% – 1.75%
0.25% – 1.50%
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The fees in our Program are based on a percentage of the account value as reported by your
Custodian. The actual billing rate will be specified in the Investment Management Agreement we
sign with you. Our advisory fees will be billed and paid quarterly in advance. Each quarterly fee
will be determined by applying one quarter of the billing rate to the value of your account as of
the end of the previous quarter (or as of the inception of our relationship for the first quarterly fee).
Our advisory fees cover our investment advisory services and transaction execution in lieu
of commissions, but do not cover all other charges to which you may be subject, as described
below.
Unless otherwise agreed, you authorize us to deduct our periodic advisory fees from your
designated account. Your authorization is limited to our withdrawing our advisory fees as and
when due. We will provide your Custodian with your written fee deduction authorization. We
will not make the fee withdrawal if you timely object, in writing. Your Custodian will, on at least
a quarterly basis, provide you with an account statement detailing the advisory fees paid to us from
your account. You may terminate your authorization at any time, in writing, but you will remain
responsible for promptly paying us any advisory fees that remain due and unpaid.
If our direct fee deduction has been authorized, then our fees will be deducted from the
cash balance in your account. If insufficient cash is available, then we will typically liquidate a
sufficient amount of securities in your account to cover the balance due in the following order:
money market shares, mutual fund shares, and then other types of securities. For taxable accounts,
a liquidation of securities may result in taxable income to you.
Fee Negotiation
Our representatives may negotiate fees on an individual basis taking into
consideration such things as the size of your account, the number of managed portfolios or
accounts, your relationship with other clients (e.g., family members), the length of our
relationship with you, the complexity of your personal circumstances, the composition of
your portfolio, the complexity of investment strategies, the frequency of desired meetings
or special reporting, and other factors that affect our cost of providing services to you. If
you, your family, or related persons also have accounts under our management, those
accounts may be aggregated for fee calculation purposes. For these reasons, our fees
may vary among clients who may otherwise be similarly situated. Other investment
advisers may charge higher or lower fees for comparable services.
Fee Proration and Adjustments
With your approval, we reserve the right to prorate our fees for large deposits to
your account made during a billing cycle. No adjustments or refunds will be made in
respect of the appreciation or depreciation of account asset values during a billing period
or withdrawals from your account during that period, unless otherwise agreed in writing.
Fee Comparison
Our fee includes such services as portfolio management (stock, bond, and mutual
fund analysis, market analysis, asset allocation decisions, etc.), execution of various
securities transactions (mutual funds, exchange traded funds (“ETFs”), stocks, bonds,
etc.), periodic reports, account servicing, and continuous account management.
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Participation in our Program may cost you more or less than purchasing these
services separately. The portfolio size and amount, number of transactions made in your
account, as well as the commissions charged for each transaction, will determine the
relative cost of the Program versus paying for executions on a per transaction basis and
paying a separate fee for advisory services. Our fee may be higher or lower than fees
charged by other sponsors of comparable investment advisory programs.
A portion of the fees charged for our Program will be paid to your investment
adviser representative in connection with providing client-related services within the
Program. This compensation may be more or less than an investment adviser
representative would receive if you paid separately for investment advice, brokerage, and
other services, and may vary depending on the program or services offered.
Other Fees and Charges
If you participate in our Program, we charge an asset-based fee which covers our
advisory services and transaction execution in lieu of commissions. Clients participating
in our Program are also typically charged fees incurred by the firm for holding client assets
on RBC’s advisory platform and mailing trade confirmations. These fees will apply unless
otherwise negotiated with your investment adviser representative. Fees collected may
exceed fees incurred, resulting in a profit to our firm or representatives. You may also
incur other fees and charges imposed by third-parties, including, fees on real estate
investment trusts, IRA administration fees, transfer taxes, wire transfer and electronic fund
fees, check writing fees, SEC expenses on securities transactions, custodial termination
fees, and other fees and taxes on brokerage accounts and securities transactions.
Mutual funds of all types charge their shareholders various advisory fees and
expenses associated with the establishment and operation of the funds. These fees and
expenses are described in each fund’s prospectus. These fees will generally include a
management fee, shareholder servicing fee, other fund expenses, and sometimes a
distribution fee. These separate mutual fund fees are disclosed in each fund’s current
prospectus, which is available from the mutual fund and, upon request, can be provided by
our firm.
Generally speaking, most mutual funds may be purchased directly without using
our services and without incurring our advisory fees. Moreover, many mutual funds pay
shareholder servicing fees (“12b-1 fees”) to brokerage firms and their registered
representatives in consideration of their services to the fund’s shareholders. We typically
recommend mutual funds with an advisory share class which do not include a commission
or sales charge. If no such share class is available, we will attempt to locate the most cost-
effective class available at that time. However, we do not continuously monitor the release
of additional share classes after the initial purchase. If the share class purchased does carry
12b-1 fees we may return such fees or lower the advisory fee you may have otherwise been
charged, at the discretion of your investment adviser representative.
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Termination of Services
You may terminate our services at any time by notifying us and we may terminate
our services any time by notifying you. Termination notices must be sent in writing.
During the first five business days after you sign our Investment Management Agreement,
you may terminate without penalty or obligation. Thereafter, you may terminate by giving
us five business days’ notice and you will be responsible for the prorated portion of our
advisory fees. You are responsible for any transaction for your account that has been
initiated prior to our receipt of your termination notice.
The unearned portion of advisory fees that you have paid us will be automatically
refunded to you promptly, less any amount required to satisfy your transaction-related
obligations. We base the refund proration on the number of elapsed days in the billing
period.
ITEM 5: ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS
ACCOUNT REQUIREMENTS
For our Program, we do not impose any minimum requirements for opening or maintaining
an account.
TYPES OF CLIENTS
We provide investment management services under our Program to individuals, trusts,
estates, charitable institutions, endowments, foundations, as well as corporations and other
business entities.
ITEM 6: PORTFOLIO MANAGER SELECTION AND EVALUATION
ADVISORY BUSINESS
We are the sponsor of the Program, and our investment advisory representatives act as the
portfolio managers. As a firm, we maintain approval standards for investment adviser
representatives who wish to provide advisory services in connection with our firm and participate
in our Program. Each investment adviser representative candidate is thoroughly vetted and asked
to provide a variety of background information, which may include:
•
•
•
•
•
Investment philosophy and management style;
Years of industry experience;
Educational background, including graduate and undergraduate degrees;
Professional designations; and
Disciplinary history for 10 years.
We verify and evaluate the above-referenced information as part of our due diligence for
accepting an investment adviser representative as a portfolio manager in our Program.
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PARTICIPATION IN WRAP FEE PROGRAMS
Our wrap fee and non-wrap fee accounts are managed on an individualized basis according
to a client’s investment objectives, financial goals, risk tolerance, time horizon, etc. We do not
manage wrap fee accounts in a different fashion than non-wrap fee accounts.
PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT
We do not charge any performance-based fees (i.e., fees based on a share of capital gains
or capital appreciation of your assets).
METHODS OF ANALYSIS, INVESTMENT STRATEGIES, AND RISK OF LOSS
Methods of Analysis
We rely upon several methods of investment analysis in formulating our advice.
We also consider factors such as the experience, depth, and strength of a company’s or
fund’s management team.
When analyzing individual stocks, bonds, and similar securities, we commonly rely
upon a fundamental analysis. Fundamental analysis is a technique that attempts to
determine a security’s value by focusing on the economic well-being of a company, as
opposed to movements of its market price. In the course of our analysis, we will review a
company’s financial statements and consider factors including, but not limited to, the
company’s historical financial condition, prior operating results and trends, its projected
revenue growth, its competitive advantages and disadvantages, the anticipated demand for
its current and future products or services, the age and nature of its assets, and other factors
affecting the company’s anticipated results from future operations. Past performance does
not assure similar future performance. A company’s fundamental value can be adversely
affected by many factors unrelated to its actual operating performance.
We also utilize technical analysis to evaluate potential investments. Unlike
fundamental analysis, technical analysis does not analyze the company’s value, but instead
analyzes the movement of stock prices in the market, both individually and within an
industry or sector of the economy. Technical analysis studies the supply and demand in
the market in an attempt to determine historical and future trends. Stock price movements,
compared to indices and benchmarks, may be analyzed through the use of historical charts
and market-related empirical data. Notwithstanding favorable market price movements, a
company’s financial condition and other unique factors can adversely affect its value.
We also take into consideration whether a company’s stock or the industry in which
it operates is cyclical or not. Cyclical stocks or industries are affected by broad changes in
our economy’s business cycle. The value of cyclical stocks tend to move in the same
direction as the economy, while the value of counter-cyclical stocks tends to move in the
opposite direction.
When analyzing and recommending mutual funds, we consider a broad range of
information and a variety of factors about each fund, including its investment style and
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Centennial Securities Company, Inc.
Part 2A Appendix 1 of Form ADV
strategies, management team, any related fund family, investment and redemption terms
and conditions, size, portfolio diversification, portfolio turnover, sales load, internal
charges and costs, and historical performance. Most of this information comes from each
mutual fund’s prospectus. Depending on factors such as your age, risk tolerance, and time
horizon, we take into consideration an appropriate allocation of your investments among
various types of mutual funds.
We obtain information from a number of sources, both public and by purchase,
including financial newspapers and magazines, inspection of corporate activities, research
materials prepared by third-parties, corporate rating services, annual reports, prospectuses,
reports filed with the SEC, and company press releases. We believe these resources are
reliable and regularly depend on these resources for making our investment decisions.
Investment Strategies
We use a variety of investment strategies depending on your circumstances,
financial objectives, and risk tolerance. We may recommend implementing one or more
of the following investment strategies: long-term purchases (held at least a year), short term
purchases (held less than a year), trading (sold within 30 days), margin transactions, and
buying or selling options.
We may recommend implementing these strategies using stocks, bonds, mutual
funds, municipal securities, option contracts, certificates of deposits, and other types of
investments. We often recommend mutual funds of different kinds to promote portfolio
diversification within various asset classes, such as industry sectors, domestic,
international, or equities/bonds. We may recommend period purchases, sales, and
exchanges of those mutual fund shares within mutual fund families and between different
mutual fund families when there are changes in your needs, market conditions, or economic
developments.
We offer advice about a wide variety of investment types, including mutual funds,
index funds, exchange-traded funds, variable annuities, stocks, bonds, options, and other
types of securities, as well as FDIC-insured certificates of deposit. We would be pleased
to explain and answer any questions you may have about these kinds of investments. Some
of the investment products that you may encounter are explained in more detail below.
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Mutual Funds
Mutual funds are pooled investment vehicles which allow investors to own
small portions of many underlying positions. Mutual funds are generally
considered to be long-term investments used in a buy and hold type strategy. We
often recommend varies types of mutual funds to promote portfolio diversification
within various asset classes, such as industry sectors, domestic/international, or
equities/bonds. The different kinds of mutual funds we use each have inherently
different risk characteristics and should not be necessarily be compared side-by-
side.
Individual Stocks and Bonds
The risks inherent with individual stocks and bonds are similar to those
related to mutual funds. However, unlike mutual funds, individual securities carry
more risk because of the possible lack of diversification in the event that your
portfolio isn’t spread across many industries and companies. An owner of an
individual security is subject not only to market risk, but company risk, or
“significant event” risk as in the case of bankruptcy, loss of major customers, loss
of earnings, or similar factors. Typically, individual securities have more volatility
and potential for larger gains and losses. Unlike mutual funds, you face a greater
risk of losing your entire investment in an individual stock or bond. We seek to
mitigate these risks in the ownership of individual securities by sound research and
diversification.
Exchange-Traded Funds
Exchange-traded funds (“ETFs”) represent a fractional ownership interest
in an underlying portfolio of securities or commodities. Many exchange-traded
funds track a specific market index and some are actively managed. Some invest
in specific economic sectors, domestically or globally. Most ETFs combine
characteristics of an open-end mutual fund and a stock. However, unlike mutual
funds, individual investors do not purchase or redeem shares from the fund.
Instead, like stocks, individuals buy and sell shares of ETFs on an exchange,
including the American Stock Exchange, the New York Stock Exchange, and the
Chicago Board Options Exchange. ETFs offer investors a cost-effective
opportunity to obtain portfolio diversification by buying or selling an interest in a
portfolio of stock or bonds in a single transaction.
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Variable Annuities
Variable annuities are highly complex financial products offered by
insurance companies. Your investment in a variable annuity contract is subject to
both general market risk and the insurance company’s credit risk. These and other
risks are described in the variable annuities’ prospectus. Variable annuities are
regulated under both securities and insurance laws and related rules and regulations.
Variable annuities offer various benefits and features which may or may not have
value to you depending on your circumstances and we would be pleased to discuss
them with you.
Options
Where suitable and appropriate for clients, we may engage in a variety of
transactions involving options, although they do not represent a primary focus of
our investment strategy. Options are derivative financial instruments whose value
depends upon, or is derived from, the value of something else, such as a stock or a
stock index. Where suitable for certain clients, we may make use of “short” options
positions, the values of which move in the opposite direction from the price of the
underlying security. We also may use options, both for hedging and non-hedging
purposes, including as a substitute for a direct investment in the securities of one or
more issuers. The risk of loss from certain options trading strategies is theoretically
unlimited. The prices of options may move in unexpected ways due to the use of
leverage or other factors, especially in unusual market conditions, and may result
in increased volatility. Options are not suitable for all clients.
Investment Risks and Rewards
Individual securities, mutual funds, fixed and variable annuities and other types of
investments all include different types and levels of risk. These risks will be discussed
with you in determining the investment objectives that will guide our investment advice
for your account. Upon request, as part of our services, we can discuss with you the types
of investments and investment strategies that we believe may tend to reduce these risks in
light of your personal circumstances and financial objectives.
Obtaining higher rates of return on investments typically entails accepting higher
levels of risk. Based upon discussions with you, we will attempt to identify the balance of
risks and rewards that is appropriate and comfortable for you. It is still your responsibility
to ask questions if you do not fully understand the risks associated with any
investment or investment strategy.
We strive to render our best judgment on your behalf. Still, we cannot assure you
that your investments will be profitable or assure you that no losses will occur in your
investment portfolio. Past performance is one relatively important consideration with
respect to any investment or investment advisor, but it is not a predictor of future
performance. While we will continuously strive to provide outstanding long-term
investment performance for you and our other clients, many economic and market variables
beyond our control can affect the performance of your investments.
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There are many types of risks, which vary with the type of investment or strategy.
We would be happy to discuss them with you. Some of the more common investment-
related risks that may affect your investment portfolio are summarized below:
(1) Business risks are associated with a particular company or industry. For
example, start-up companies carry greater business risks than established
companies. Companies developing new technologies carry greater business
risks than manufacturers of well-established or widely used products and
services.
(2) Financial risks are often associated with the ability of a company to raise capital
or finance its operations, as well as its ability to repay indebtedness. Highly
leveraged companies face greater financial risks than well-capitalized
companies.
(3) Market risks are related to the effects of economic, political, natural disasters,
or other events on the price of a publicly-traded stock, bond, exchange-traded
fund, or other securities. This type of risk is typically affected by extrinsic
factors that often are not related a particular company’s financial condition,
performance, or circumstances. For example, investment speculation can
materially affect market prices.
(4) Liquidity risks are associated with an investor’s ability to readily convert a
security or other asset into cash. Generally, there is greater liquidity for
securities that are publicly traded on stock exchanges or trading facilities that
match buy and sell orders. Privately offered securities may be highly illiquid
because there is little or no trading or market activity.
(5) Concentration risks result from a lack of investment diversification, which may
be expressed in terms of geography, industry, or economic sector. For example,
mutual funds typically invest in a large number of different companies,
typically lowering the risk that one or a small number of those companies
experience a significant loss.
(6) Interest-rate risks are associated with changes to investment prices due to
increasing or decreasing interest rates. For example, when interest rates rise,
yields on newly issued bonds become higher, making them more attractive than
yields on already outstanding bonds, which may cause the market values of
outstanding bonds to decline.
(7) Inflationary and deflationary risks are associated with the purchasing power of
the dollar, which is affected by broad economic, monetary, governmental
policies, and the balance of supply and demand for products and services.
(8) Reinvestment risks are typically related to fluctuations in the potential interest
rate at which future investment proceeds may have to be invested. For example,
reinvestment risks may increase during periods of falling interest rates. This
risk primarily relates to bonds and other fixed income securities.
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(9) Currency risks are primarily associated with foreign investments. For example,
a company’s earnings in a foreign country may be affected by fluctuations in
the value of the dollar against that foreign currency. Similarly, the investment
return of a foreign security may be affected by changes in currency exchange
rates.
Additional, product specific, considerations include:
(1) Options are complex, derivative securities that involve special risks. Option
contracts expire at a stated maturity date and have no further value. Unlike
traditional securities, the value of an option and the return from holding an
option varies with the value of the underlying security from which it derives
and other factors.
(2) Real estate investment trusts (“REITs”) own, directly or indirectly, various
types of real property interests and, therefore, bear real estate related risks,
among others. Most REITs focus on particular types of commercial
development, such as apartments or office buildings, exposing them to
downturns in demand, occupancy, and prices for these kinds of real estate.
Some REITs bear risks associated with excessive debt, geographic
concentration, and poor property management practices.
Voting Client Securities
As a matter of firm policy and practice, we will not be responsible for responding
to proxies solicited with respect to annual or special meetings for shareholders of securities
held in your account. Proxy solicitation materials will be forwarded to you for response
and voting.
ITEM 7: CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS
We are the sponsor of our Program and our representatives are the portfolio managers.
You should notify your investment adviser representative promptly if your financial situation or
investment objectives change.
ITEM 8: CLIENT CONTACT WITH PORTFOLIO MANAGERS
We are open Monday through Friday from 8:30 a.m. to 4:30 p.m. You are always free to
directly contact your portfolio manager(s) with any questions or concerns that you may have about
your portfolios or other matters.
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ITEM 9: ADDITIONAL INFORMATION
DISCIPLINARY INFORMATION
As a registered investment adviser, we must inform you of all material facts regarding any
legal or disciplinary events that would be material to your evaluation of our advisory business. We
currently have no material legal or disciplinary events to disclose related to our investment
advisory services. For more information about our firm, you may visit www.adviserinfo.sec.gov
or https://brokercheck.finra.org.
OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
In addition to being registered with the SEC as an investment adviser, we are primarily
engaged as a registered broker-dealer with the SEC, the State of Michigan, and other states. We
are a member of the Financial Industry Regulatory Authority (“FINRA”) and the Securities
Investor Protection Corporation (“SIPC”). Our principal executive officers and adviser
representatives are broker-dealer registered representatives. We and our broker-dealer registered
representatives are also able to effect securities transactions for our clients and, unless you are
enrolled in one of our available advisory programs, will receive separate, customary compensation
for effecting securities transactions in brokerage accounts. Purchasing products and services
through our representatives directly benefits them personally and benefits us because of the
additional compensation we will receive in those transactions.
In addition, we are a licensed domestic insurance agency in the State of Michigan, under
which we are authorized to engage in the sale of fixed and variable annuities and life insurance.
Most of our representatives are also licensed as insurance agents or brokers of various insurance
companies and receive insurance commissions on insurance purchases which we recommend. The
additional compensation creates conflicts of interest, which you should consider in engaging our
services or the services of our affiliated businesses. You may always choose a different insurance
agent to implement our advice.
Our Affiliations and Relationships
We have a relationship with a pension consultant, Pathway Benefit
Services, Wyoming, Michigan (“Pathway”), a third-party plan administrator.
Pathway is owned and operated by two registered representatives/investment
adviser representatives of our firm, Thomas B. Petzold and Matthew D. Howell.
We may refer corporate clients to Pathway for retirement plan services as they are
outside the scope of the Program described in this brochure. We do not receive
compensation for those referrals.
If you use Pathway’s services, Messrs. Petzold and Howell will earn
additional compensation for those services through Pathway. Pathway and Messrs.
Petzold and Howell may refer plan sponsors and trustees to us for our services, but
we do not compensate anyone for those referrals. Our services for retirement plan
clients who also use Pathway’s services constitute a very small part of our business.
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A majority of Pathway’s retirement plans use our investment advisory
services available outside of our Program and maintain custodial accounts at
Fidelity Brokerage Services, LLC. Plan sponsors and trustees who are unaffiliated
with our firm and Pathway independently determine to engage our services. There
are no obligations, nor economic advantages, for using both our services and
Pathway’s services.
CODE OF ETHICS
We adopted a Code of Ethics (“Code”) that applies to us and all of our employees. Each of
them must comply with our Code as a condition to working with us. The Code describes the
standard of conduct that we require of our employees and sets forth restrictions on certain
activities, including personal trading in employee-owned, managed, or beneficially-owned
accounts. By setting forth the regulatory and ethical standards to which we and our employees
must adhere, the Code supports our efforts to promote a high level of professional and ethical
conduct in furtherance of our fiduciary duty to our clients. Our Chief Compliance Officer ("CCO")
administers and enforces our Code. You may request a copy by contacting us. Our Code requires
our employees to:
●
comply with applicable federal and state securities laws;
●
conduct themselves with integrity and act ethically in their dealings with the public,
clients and professional associates;
●
fulfill their duty of loyalty by acting solely in our clients' best interests;
●
strive to provide long-term client satisfaction;
●
disclose any conflict of interest;
●
report any violation of our policies and procedures to our CCO as soon as possible;
and
●
submit reports of securities beneficially owned by them and their related persons
and of securities transactions by them and their related persons, subject to certain
permitted exceptions.
We prohibit our employees from investing in any initial public offerings and our employees
must receive our CCO's approval before they invest in any private placements.
PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS AND PERSONAL TRADING
We provide services for many clients so we may recommend securities for any number of
clients prior to, contemporaneously with, or after recommendations or trades made for other
clients. We may customize portfolios, which may be subject to special investment guidelines or
directives. Consequently, there may be many similarities in portfolio holdings among our clients’
accounts and our proprietary or affiliated accounts. You should understand, however, that
investments that are appropriate for some accounts are not necessarily appropriate for other
accounts based on many factors such as risk tolerance, investment objectives, account size,
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investment time horizon, and tax planning considerations. Therefore, from time to time our advice
may differ from account to account based on their respective financial needs, objectives, and
circumstances.
We will not act as a principal in a securities transaction with clients in accounts invested
in our Program. Our firm and our representatives may acquire or hold positions in, or buy or sell
the same securities or related options, as you or other clients may buy or sell. To the extent that
we may own, buy, or sell the same securities as recommended to clients, we may have a conflict
of interest with respect to those securities. We seek to mitigate such conflicts by not offering
proprietary investment products and ensuring that client transactions always take precedence over
transactions by our firm or representatives when executed on the same day.
Open-end mutual funds may also be recommended for investment advisory clients. Our
firm and our representatives may, from time to time, purchase some of these same funds for their
personal portfolios. In view of the fact that these shares are continuously issued and redeemed by
the mutual fund at net asset value and that prices are not directly determined by supply and demand,
no restrictions are placed on the use of these mutual funds by our firm or our representatives.
TRADE ERRORS
We have the responsibility to effect orders correctly, promptly, and in the best interests of
our clients. We have established an error correction policy to identify and correct any errors as
promptly as possible without disadvantaging you or benefiting us in any way.
We have defined a “trade error” to mean when we have purchased or sold a financial
instrument for a client account and that action is then determined to have been a mistake and the
error results in a financial gain or loss for the client. Examples of errors may include:
●
Purchases or sales of an incorrect or unintended security or quantity of securities
for a client account;
●
Purchases or sales of securities for the incorrect or unintended client account;
●
Purchases or sales of securities that are not authorized by the client’s investment
guidelines or applicable law or regulations (e.g., prohibited transaction under
ERISA); and
●
Purchase or sale transpositions (where an intended purchase is entered as a sale, or
vice-versa).
If the error is our responsibility, your transaction will be corrected and we will reimburse
you for any loss resulting from an inaccurate or erroneous order. Whenever possible and as soon
as practical after an error has been discovered, we will reallocate any erroneous trade in a trade
error account. Generally, if related trade errors result in both gains and losses in the client’s
account, they may be netted. If the error results in a net loss, we will assume the loss. It is possible
that you may not profit from the error, even if the correction results in a gain. Trade corrections
require us to process a cancellation of the incorrect trade in your account and submit a trade with
the correct conditions, for example, the correct number of shares, price, etc. As a result of this
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Part 2A Appendix 1 of Form ADV
procedure, after the correction, the client account will reflect only the trade as it should have
correctly been processed.
REVIEW OF ACCOUNTS
Reviews and Reviewers
We review each Program account on a regular basis as investment conditions
warrant. During our account review, consideration is given to your long-term investment
objective(s), goals, economic and market conditions, recent performance of the various
funds and securities you hold as compared to the performance of various market indexes.
Alternative investments may be identified through various screening techniques we employ
and may be implemented throughout the month.
Our principals are responsible for reviewing your account and trading activity. For
example, a compliance principal reviews all accounts upon opening. We also review
activity in advisory accounts as part of our daily review of trading activity in all client
accounts.
Reports for Accounts
You will be provided confirmations immediately after each transaction in your
account and if a mutual fund is purchased, you will also receive a prospectus.
Periodic account statements, including a complete listing of all portfolio holdings
and transactions for your account, will be sent to you on at least a quarterly basis by RBC,
or your alternative Custodian. We rely upon, and are not responsible for, the accuracy of
these account statements. If desired, we can also provide performance reporting on a pre-
determined schedule.
If we provide reports in addition to your custodian’s periodic account statements,
you should carefully review and compare them to determine whether there is any
inconsistent information. Please promptly notify us, or your custodian, if you find any
apparent inconsistencies or if you have any questions.
FINANCIAL INFORMATION
As a registered investment adviser, we are required to provide you with certain financial
information or disclosures about our financial condition if we have financial commitments that
impair our ability to meet contractual and fiduciary commitments to you. We have not been the
subject of a bankruptcy proceeding and do not have any financial commitments that would impair
our ability to meet any contractual or fiduciary commitments to you.
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Additional Brochure: 2026 CSC - FORM ADV PART 2A (2026-03-27)
View Document Text
Form ADV Part 2A - Firm Brochure
Centennial Securities Company, Inc.
3075 Charlevoix Drive, S.E.
Grand Rapids, Michigan 49546
(616) 942-7680
www.centennialsec.com
March 31th, 2026
(last updated)
This brochure provides you information about the qualifications and business practices of
Centennial Securities Company, Inc. If you have any questions about the contents of this brochure,
please contact us at (616) 942-7680. The information in this brochure has not been approved or
verified by the United States Securities and Exchange Commission (“SEC”) or by any state
securities authority.
Additional information about Centennial Securities Company, Inc., is also available on the
SEC’s website at www.adviserinfo.sec.gov.
Centennial Securities Company, Inc.
Form ADV Part 2A
INTRODUCTION
This brochure contains important information. We encourage you to read it carefully
and to ask questions if there is any information that you do not understand. The format and
content of this brochure have been prepared based on the instructions to Form ADV, Part 2A,
which is prescribed for use by registered investment advisers under federal and state securities
laws and related rules. Form ADV, Part 2A supersedes Form ADV, Part II. Investment adviser
registration does not imply a certain level of skill or training.
In this brochure, references to “we,” “us,” “our,” or “our firm” refer to Centennial
Securities Company, Inc. Individuals who serve as our directors, officers, employees, and
investment adviser representatives are referred to as our “representatives.” Our firm’s clients and
prospective clients are referred to as “you,” “your,” or “our clients.”
ITEM 2: MATERIAL CHANGES
This section is designed to summarize material changes made since our previous Form
ADV, Part 2A was filed with the SEC on March 31, 2025. Since the last version, no material
changes have been made. Please contact your investment adviser representative or our office at
616-942-7680 if you have any questions or would like a new or additional copy of this disclosure
document.
Centennial Securities Company, Inc
ii
Form ADV Part 2A
ITEM 3: TABLE OF CONTENTS
Page
ITEM 1: COVER PAGE ................................................................................................................. I
ITEM 2: MATERIAL CHANGES ................................................................................................ II
ITEM 3: TABLE OF CONTENTS ...............................................................................................III
ITEM 4: ADVISORY BUSINESS .................................................................................................1
ITEM 5: FEES AND COMPENSATION ......................................................................................6
ITEM 6: PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT .................9
ITEM 7: TYPES OF CLIENTS ....................................................................................................10
ITEM 8: METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF
LOSS .............................................................................................................................10
ITEM 9: DISCIPLINARY INFORMATION ...............................................................................15
ITEM 10: OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS ................15
ITEM 11: CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT
TRANSACTIONS AND PERSONAL TRADING ......................................................16
ITEM 12: BROKERAGE PRACTICES .......................................................................................17
ITEM 13: REVIEW OF ACCOUNTS .........................................................................................20
ITEM 14: CLIENT REFERRALS AND OTHER COMPENSATION .......................................20
ITEM 15: CUSTODY ...................................................................................................................21
ITEM 16: INVESTMENT DISCRETION ...................................................................................21
ITEM 17: VOTING CLIENT SECURITIES ...............................................................................22
ITEM 18: FINANCIAL INFORMATION ...................................................................................22
Centennial Securities Company, Inc
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Form ADV Part 2A
ITEM 4: ADVISORY BUSINESS
We are headquartered in Grand Rapids, Michigan. We began business as a securities
broker-dealer in 1978. We began offering investment advisory services in 2000. Our principal
owners include Ryan Diepstra, James Klunder, Kevin Kelly, Mario Bernardi, and Mike Ochoa.
Advisory Services
We offer discretionary and non-discretionary investment management and financial
planning services. Prior to engaging us to provide services, you will be required to enter
into a written agreement with us setting forth the terms and conditions under which we will
provide our services (“Investment Management Agreement”). Our specific services, terms
of our compensation, method of payment, and other important information are explained
in more detail below. Our clients include individuals, businesses, trusts and estates,
retirement plan sponsors and plan participants, foundations, endowments, and other
charitable organizations.
Our investment advisory services are provided by and through our firm’s
investment adviser representatives. We do not have an investment committee that
determines the investment advice or recommendations to be given to our clients. Instead,
each of our investment adviser representatives exercises his or her professional judgment
to provide investment advice, recommendations, and advisory services.
Our Services for Individually Managed Accounts
We offer investment management services through individually managed accounts
(“Individually Managed Accounts”), as described in the following paragraphs. There is no
minimum size for our Individually Managed Accounts.
Assessing Your Financial Needs and Objectives
In handling Individually Managed Accounts, our representatives will meet
or speak with you to learn about your investment objectives, your investment
timeline, your risk tolerance, and other information about your personal
circumstances. Based on the information gathered, your investment adviser
representative will tailor advice to your needs and recommend a portfolio consisting
of one or more categories of securities which we believe will serve your investment
objectives in light of your risk tolerance. You may impose restrictions on investing
in certain securities or types of securities.
During the interview process with our representatives, you should take care
to ensure that the information you provide is accurate and complete. The
information you provide us will play a key role in our ability to properly assess
your investment objectives and risk tolerance. We do not independently verify or
update the information you provide.
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Form ADV Part 2A
You should promptly inform us of any material change in your personal
information, financial circumstances (including cash flow needs), investment
objectives, or risk tolerance. We will assume you have not had any material change
in your circumstances unless you tell us otherwise.
While we will use our best efforts to recommend investments that are
designed to address your investment objectives and risk tolerance, we cannot assure
you our recommendations will achieve your objectives. Past performance of
investments is not necessarily indicative of future performance.
Election of Discretionary or Non-Discretionary Investment Management Services
We offer both discretionary and non-discretionary accounts. In a non-
discretionary account, you must approve each of our investment recommendations
prior to implementing them. When making investment decisions yourself, you
should consider the important information contained in the current prospectus for
the mutual fund or other security, if applicable. We would be happy to answer any
investment-related questions you may have.
Discretionary
The other option we offer is to have your account managed on a
discretionary basis. Discretionary investment authority permits us to direct the
purchase or sale of securities held for your account in accordance with your
investment strategy and objective without obtaining your permission for each
specific transaction. Unless otherwise agreed, there are no specific limitations on
the securities to be bought or sold or on the amount of such securities for a particular
account other than the standard limitations inherent in actions prudently taken in
the context of your particular circumstances.
investment
management authority does not permit us to withdraw or transfer money from your
account, except to pay our fees as described below.
Customized Portfolios
We develop customized portfolios based on our professional judgment,
investment research, and analysis, as well as the experience of our representatives,
including the use of asset allocation software provided by our clearing broker-
dealer and qualified custodian, RBC Correspondent Services, a division of RBC
Capital Markets, LLC (“RBC”), headquartered in Minneapolis, Minnesota. Subject
to our firm’s general supervision, the investment adviser representative with whom
you choose to work will determine the investment advice you receive. Based on
your personal circumstances and risk tolerance, your representative will
recommend a customized investment portfolio.
In recommending one or more investment strategies, we seek to combine
various risk categories that, when considered as a whole, have a blended risk/return
characteristic that is consistent with your overall risk tolerance and investment
objectives, and time horizon. We may change the investments from time-to-time
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Centennial Securities Company, Inc
Form ADV Part 2A
based on a variety of factors, including such things as our assessment of the stock
market, interest rates, the economy, recent developments impacting specific
securities, and other considerations. We change your portfolio’s composition or its
investment weighting by purchasing or selling securities held in your account.
Investment decisions will be driven primarily by changes in our
recommended asset allocation for your account, rather than the timing of your
purchase or sale of any particular investment or how long you have held it. We
will generally purchase, sell, and hold investments in your portfolio without
specific consideration of your other investments and without regard to the specific
tax consequences resulting from the purchase or sale of an investment in your
account. For specific tax questions or concerns, you should consult a tax
professional.
Our customized approach helps us to manage your account while providing
you with the appropriate amount of flexibility. For example, you may already own
some investments that you wish to hold for personal or other reasons. You may
own some securities that we would not have recommended, but that you may not
want to sell for tax reasons. We are not responsible for the suitability of
investments that you have selected without our recommendation whether or
not you continue to hold them after we begin managing your account.
Investment Management Services through Centennial’s Wrap Fee Program
In addition to the programs discussed in this brochure, we offer customized
portfolios through an advisory program that is our sponsored wrap fee program—
Centennial Select (our “Program”). We emphasize continuous personal client contact and
interaction in providing discretionary and non-discretionary investment management
services. If you participate in our Program, we charge an asset-based fee which covers our
advisory services and transaction execution in lieu of commissions. Clients participating
in our Program are also typically charged fees incurred by the firm for holding client assets
on RBC’s advisory platform and mailing trade confirmations. These fees will apply unless
otherwise negotiated with your investment adviser representative. Fees collected may
exceed fees incurred, resulting in a profit to our firm or representatives. Our Program is
generally managed in the same fashion as the programs discussed in this brochure using
similar products and investment strategies as those discussed in more detail below.
A complete description of this Program and its fees are contained in our Part 2A
Appendix 1 (“Wrap Fee Brochure”). To request a copy of our Wrap Fee Brochure, please
contact your investment adviser representative or our office at 616-942-7680.
Investment Management Services outside of Advisory Programs
You are not obligated to participate in our Program, or any of the programs
discussed below, in order to implement our investment advice. If you engage us outside
of these programs, we will provide our investment advice to you, but we will implement
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Centennial Securities Company, Inc
Form ADV Part 2A
your transactions through another broker-dealer/custodian of your choice. You may
impose reasonable restrictions or limitations on the types of investments in your account
by providing us with such restrictions or limitations in writing.
Third-Party Managers and Advisory Programs made available through RBC
third-party
investment managers
(“Third-Party Managers”)
We offer investment management services to identify, monitor, and manage
through
unaffiliated
investment programs offered by or through RBC. Accounts for these investment programs
are carried by RBC as the qualified custodian. Through our relationship with RBC, we
presently offer RBC Unified Portfolios (“RBC UP”) and Third-Party Mangers through
Envestnet Direct. For externally managed programs, we will select and recommend
managers based on a number of factors including, but not limited to, their investment
experience, specialty, and historical performance. We will discuss the background of these
managers with you to determine whether one or more of them may be suitable to manage
some or all of your account. We will also monitor your account on an ongoing basis and
recommend changes when and if necessary.
In conjunction with these Third-Party Managers’ programs, we act as a solicitor
for, and offer advice about these programs. Similar to our Program, the sponsor selects the
investments, monitors and evaluates investment performance, executes your portfolio
transactions without commission charges, and provides custodial services for your assets.
All of these services are generally provided for an asset-based fee which is paid to the
program sponsor, who in turn pays a portion of the fee to the to us. We will serve as your
primary contact for these Third-Party Managers and the related investment programs. .
We are not, however, responsible for investment advisory or brokerage services performed
by a Third-Party Manager.
In each of these advisory programs you will sign an Advisory Master Services
Agreement with RBC. Our related services will also be covered by their contract. RBC
will charge and collect the program-related fees and charges; in turn, RBC will pay us our
share of those fees. Some of these investment programs allow you to purchase and sell
mutual funds. These accounts may not be used for market timing strategies or activities
for mutual funds or any high frequency trading activity. Neither we and RBC will not be
responsible for any losses resulting from market timing activities or any action taken under
its market timing policies.
RBC Unified Portfolios (“RBC UP”):
RBC UP is a unified managed account that provides clients with access to multiple
model portfolios provide by Investment Managers, mutual funds and ETFs all within a
single account with RBC Wealth Management or Envestnet providing overlay services.
RBC UP allows you to bring your investments together in one account, receive professional
money management, strategic tax management services, overlay portfolio management
services for a single fee based on the value of your account. You’ll have access to a variety
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Centennial Securities Company, Inc
Form ADV Part 2A
of investments, including mutual funds, professional money managers, and exchange
traded funds (ETFs).
The minimum investment to utilize this program is $10,000. At this level clients
will have access to several ETF portfolios and rebalancing capabilities. With a minimum
investment of $25,000, clients will also have access to a variety of RBC and other third-
party model portfolio providers. If interested, ask your representative for a list of all third-
party model portfolio providers. In addition to the negotiated advisory fee, RBC charges
a platform fee of 20 basis points and an overlay manager fee of 5 basis points. These fees
are charged to cover the cost of executing transactions in your account. The platform fee
may be reduced as accounts increase in assets.
Envestnet Direct (“Envestnet”):
Envestnet is a leading provider of integrated portfolio, practice management, and
reporting solutions to financial advisors and institutions. Their open architecture platform
encompasses a broad range of institutional-quality research, investment products, and
advisory resources. Envestnet provides access to a vast array of investment vehicles and
Third-Party Manager relationships that may be otherwise unavailable.
Account minimums and fees can range based on the program and manager selected
by you and your representative. In addition to the negotiated advisory fee, RBC charges a
10 basis point custody fee, Envestnet charges a platform fee, and the Third-Party Manager
charges a management fee. These fees are charged to cover the cost of holding your assets
and executing transactions in your account. Specific fee information should be discussed
with the representative with whom you decide to work.
Financial Planning and Consulting Services
We also offer tailored financial planning and consulting services. Whether you
decide to engage us to perform comprehensive financial planning or a more narrow
approach, you may select from a wide menu of financial topics, including: investment
product and services planning, tax planning, financial planning with needs analysis,
insurance planning, business planning, estate planning (other than legal services), real
estate and mortgage analysis, personal and business budgeting, purchase
recommendations, cash flow management, and retirement planning. Depending on which
of our representatives you decide to work with and their respective level of expertise and
certification, not all services may be available.
Our project or hourly fees for these services are described below in the “FEES
AND COMPENSATION” section. There is no firm-level minimum net worth required
for our financial planning and consulting services, although certain representatives may
personal minimums.
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Centennial Securities Company, Inc
Form ADV Part 2A
Assets Under Management
As of December 31, 2025, we provided continuous and regular management
services on a discretionary basis for accounts valued, in the aggregate, at approximately
$900,259,980 and on a non-discretionary basis for accounts valued, in the aggregate, at
approximately $434,957,632.
ITEM 5: FEES AND COMPENSATION
Our fees vary depending upon the market value of your assets under management and the
management services you select and may be higher or lower than fees charged by other firms for
comparable services. Additionally, participation in the programs discussed in this brochure
may cost you more or less than purchasing all the relevant services separately.
Investment Management Fees Outside of Advisory Programs
We disclose your specific fee in your Investment Management Agreement with us.
Although we may negotiate our fee, our standard fee schedule is as follows:
Account Value
Under $500,000
$500,000 – $1,000,000
Over $1,000,000
Annualized Fee
0.75% – 2.00%
0.50% – 1.75%
0.25% – 1.50%
We may agree to aggregate your accounts for purposes of calculating the asset level
and fee. If you engage our services, our Investment Management Agreement will describe
the specific manner and amount of our advisory fee. We may negotiate our fee under
certain circumstances and negotiated fees may be higher or lower than our standard
fee schedule. Please see the section below entitled, “Fee Negotiation.”
We rely upon your custodian’s account statements for fee calculation purposes.
Our advisory fees will be billed and paid quarterly in advance. Each quarterly fee will be
determined by applying one quarter of the billing rate to the value of your account as of
the end of the previous quarter (or as of the inception of our relationship for the first
quarterly fee). Our advisory fees cover our investment advisory services, but do not cover
other charges as described below in the section entitled, “Other Account-Related
Expenses.”
Unless otherwise agreed in writing, you will authorize us to deduct our periodic
advisory fees from your designated account. Your authorization is limited to our
withdrawing our advisory fees as and when due. We will provide your custodian with your
written fee deduction authorization. We will not make the fee withdrawal if you timely
object, in writing to us or your custodian. On a quarterly basis, your account custodian
will provide you with an account statement indicating the advisory fees paid to us from
your account. You may terminate your authorization at any time, in writing, but you will
remain responsible for promptly paying us any advisory fees that remain due and unpaid.
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If our direct fee deduction has been authorized, then our fees will be deducted from
the cash balance in your account. If insufficient cash is available, then we will typically
liquidate a sufficient amount of securities in your account to cover the balance due in the
following order: money market shares, mutual fund shares, and then other types of
securities. For taxable accounts, a liquidation of securities may result in taxable income to
you.
Third-Party Managers Program Fees
Total fees, including our share of those fees, will typically range from at least 0.50%
up to 2.50% per year. Our fees will be included in the total fees charged and collected by
RBC. RBC pays us our portion of the fees and pays the Third-Party Manager their portion
of the fees. The asset-based fee you pay covers advisory, execution, custodial, and
reporting services for your account. Each quarter, RBC will bill you one all-inclusive fee,
covering our portion, the Third-Party Manager’s portion, and RBC’s portion of the
advisory fees for the program or programs you select.
Financial Planning and Consulting Fees
While often included in our asset-based advisory fee, our fees for financial planning
and consulting may be charged on either an hourly basis or at a fixed project fee. The
amount of time it may take for us to prepare a financial plan or to provide consulting
services, and hence our fees, vary based on factors such as the scope of your desired
financial plan and the complexity of your personal circumstances. Generally, our hourly
fees range from $100–$300 for our professional staff and $50–$100 for our administrative
staff. The applicable hourly charge or fixed fee will be specified in our contract prior to
you engaging our services. You may also negotiate a flat, project-based fee.
Advisory Fees for Defined Contribution Plans
Fees for Defined Contribution Plans will be negotiated with the Plan Sponsor. The
actual billing rate will be specified in the contact we sign with you. We rely upon your
custodian’s account statements for fee calculation purposes. Our advisory fees are billed
to the plan’s sponsor, trustees, or third-party plan administrator depending upon your
wishes. Our fees will be due promptly upon receipt of our invoice. Depending upon the
terms of the plan, some or all of our fees may be allocated among the plan’s participants
by the plan’s sponsor, trustees, or third-party plan administrator in accordance with the
plan’s governing documents.
Fee Negotiation
Our representatives may negotiate fees taking into consideration such things as
the size of your account, the number of managed portfolios or accounts, your relationship
with other clients (e.g., family and friends), the length of our relationship with you, the
complexity of your personal circumstances, the composition of your portfolio, the
complexity of investment strategies, the frequency of desired meetings or special reporting,
and other factors that affect our cost of providing services to you. If you, your family, or
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related persons also have accounts under our management, those accounts may be
aggregated for fee calculation purposes. For these reasons, our fees may vary among
clients who may otherwise be similarly situated. Other investment advisers may charge
higher or lower fees for comparable services.
Fee Proration and Adjustments
We reserve the right to prorate our fees for large deposits to your account made
during a billing cycle. No adjustments or refunds will be made in respect of the
appreciation or depreciation of account asset values during a billing period or withdrawals
from your account during that period, unless otherwise agreed in writing.
Other Mutual Fund Related Expenses
Mutual funds of all types charge their shareholders various advisory fees and
expenses associated with the establishment and operation of the funds. These fees and
expenses are described in each fund’s prospectus. These fees will generally include a
management fee, shareholder servicing fee, other fund expenses, and sometimes a
distribution fee. These separate mutual fund fees are disclosed in each fund’s current
prospectus, which is available from the mutual fund and, upon request, can be provided by
our firm.
Generally speaking, most mutual funds may be purchased directly without using
our services and without incurring our advisory fees. Moreover, many mutual funds pay
shareholder servicing fees (“12b-1 fees”) to brokerage firms and their registered
representatives in consideration of their services to the fund’s shareholders. We typically
recommend mutual funds with an advisory share class which do not include a commission
or sales charge. If no such share class is available, we will attempt to locate the most cost-
effective class available at that time. However, we do not continuously monitor the release
of additional share classes after the initial purchase. If the share class purchased does carry
12b-1 fees we may return such fees or lower the advisory fee you may have otherwise been
charged, at the discretion of your investment adviser representative.
Termination of Services
You may terminate our services at any time by notifying us and we may terminate
our services by notifying you. Termination notices must be sent in writing. During the
first five business days after you sign our Investment Management Agreement you may
terminate without penalty or obligation. Thereafter, you may terminate by giving us five
business days’ notice and you will be responsible for the prorated portion of our advisory
fees. You are responsible for any transaction for your account that has been initiated prior
to our receipt of your termination notice.
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The unearned portion of advisory fees that you have paid us will be automatically
refunded to you promptly, less any amount required to satisfy your transaction-related
obligations. We base the refund proration on the number of elapsed days in the billing
period. If you terminate your brokerage account with our firm, you will need to either
move your account assets to another broker-dealer or custodian or designate a new broker-
dealer of record for your account. Different brokerage firms may impose different terms
and charges for their services.
You may terminate the services of any Third-Party Manager in accordance with the
terms of the Third-Party Manager’s client services agreement, subject to limitations
imposed by applicable laws or rules. You may terminate those services without
terminating our services. If you terminate our services, you may or may not be able to
continue to utilize the Third-Party Manager’s services Third-Party Managers are
responsible for refunding the unearned portion of their fees, as described in their disclosure
brochures.
Brokerage-Related Compensation
We are registered as a securities broker-dealer and we employ registered
representatives to perform our brokerage services. If you use our brokerage services
outside of one of the asset-based advisory programs discussed above, we will receive
transaction-based compensation such as commissions. If you purchase fixed income
securities from our inventory, we will receive additional compensation through a mark-up
or mark-down of the purchase price, rather than a brokerage commission.
Paying separately for brokerage services creates a conflict of interest with respect
to our recommendations by creating an incentive to recommend investments for which we
may receive transaction-related compensation. We take steps to mitigate these conflicts of
interest. We may also recommend certain asset-based advisory programs, described above,
that include both investment advice and brokerage services in the asset-based fee. Whether
we act as a broker or dealer in a transaction for your account, you will receive a transaction
confirmation disclosing our capacity and our compensation.
You are always free to implement our investment advice through the services of
another broker-dealer. Other unaffiliated broker-dealers, such as discount brokerage firms,
may charge less than we do, but typically do not offer investment advice.
ITEM 6: PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT
We do not charge performance-based fees. Our advisory fees are not based on a share of
the capital gains you earn or on the capital appreciation of assets in your account.
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ITEM 7: TYPES OF CLIENTS
We provide portfolio management services to individuals, high net worth individuals,
corporate pension and profit-sharing plans, trusts and estates, charitable institutions, endowments,
foundations, as well as corporations and other business entities. Minimum account size varies by
the investment management program you select.
ITEM 8: METHODS OF ANALYSIS, INVESTMENT STRATEGIES, & RISK OF LOSS
Methods of Analysis
We rely upon several methods of investment analysis in formulating our advice.
We also consider factors such as the experience, depth, and strength of a company’s or
fund’s management team.
When analyzing individual stocks, bonds, and similar securities, we typically rely
upon a fundamental analysis. Fundamental analysis is a technique that attempts to
determine a security’s value by focusing on the economic well-being of a company, as
opposed to movements of its market price. In the course of our analysis, we will review a
company’s financial statements and consider factors including, but not limited to, the
company’s historical financial condition, prior operating results and trends, its projected
revenue growth, its competitive advantages and disadvantages, the anticipated demand for
its current and future products or services, the age and nature of its assets, and other factors
affecting the company’s anticipated results from future operations. Past performance does
not assure similar future performance. A company’s fundamental value can be adversely
affected by many factors unrelated to its actual operating performance.
We also utilize technical analysis to evaluate potential investments. Unlike
fundamental analysis, technical analysis does not analyze the company’s value, but instead
analyzes the movement of stock prices in the market, both individually and within an
industry or sector of the market. Technical analysis studies the supply and demand in the
market in an attempt to determine historical and future trends. Stock price movements,
compared to indices and benchmarks, may be analyzed through the use of historical charts
and market-related empirical data. Notwithstanding favorable market price movements, a
company’s financial condition and other unique factors can adversely affect its value.
We also take into consideration whether a company’s stock or the industry in which
it operates is cyclical or not. Cyclical stocks or industries are affected by broad changes in
our economy’s business cycle. The value of cyclical stocks tends to move in the same
direction as the economy, while the value of counter-cyclical stocks tends to move in the
opposite direction.
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When analyzing and recommending mutual funds, we consider a broad range of
information and a variety of factors about each fund, including its investment style and
strategies, management team, any related fund family, investment and redemption terms
and conditions, size, portfolio diversification, portfolio turnover, sales load, internal
charges and costs, and historical performance. Most of this information comes from each
mutual fund prospectus. Depending on factors such as your age, risk tolerance, and time
horizon, we take into consideration an appropriate allocation of your investments among
various types of mutual funds.
We obtain information from a number of sources, both public and by purchase,
including financial newspapers and magazines, inspection of corporate activities, research
materials prepared by third-parties, corporate rating services, annual reports, prospectuses,
reports filed with the SEC, and company press releases. We believe these resources are
reliable and regularly depend on these resources for making our investment decisions.
Investment Strategies
We use a variety of investment strategies depending on your circumstances,
financial objectives, and needs. We may recommend implementing one or more of the
following investment strategies: long-term purchases (held at least a year), short term
purchases (held less than a year), trading (sold within 30 days), margin transactions, and
buying or selling options.
We may recommend implementing these strategies using stocks, bonds, mutual
funds, municipal securities, option contracts, certificates of deposits, and other types of
investments. We often recommend mutual funds of different kinds to promote portfolio
diversification within various asset classes, such as industry sectors, domestic,
international, or equities/bonds. We may recommend period purchases, sales, and
exchanges of those mutual fund shares within mutual fund families and between different
mutual fund families when there are changes in your needs, market conditions, or economic
developments.
Types of Investments
We offer advice about a wide variety of investment types, including mutual funds,
index funds, exchange-traded funds, variable annuities, stocks, bonds, options, and other
types of securities, as well as FDIC-insured certificates of deposit. We would be pleased
to explain and answer any questions you may have about these kinds of investments. Some
of the investment products that you may encounter are explained in more detail below.
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Mutual Funds
Mutual funds are a pooled investment vehicle which allow investors to own
small portions of many underlying positions. Mutual funds are generally
considered to be long-term investments used in a buy and hold type strategy. We
often recommend varies types of mutual funds to promote portfolio diversification
within various asset classes, such as industry sectors, domestic/international, or
equities/bonds. The different kinds of mutual funds we use each have inherently
different risk characteristics and should not be necessarily be compared side-by-
side.
Exchange-Traded Funds
Exchange-traded funds (“ETFs”) represent a fractional ownership interest
in an underlying portfolio of securities or commodities. Many exchange-traded
funds track a specific market index and some are actively managed. Some invest
in specific economic sectors, domestically or globally. Most ETFs combine
characteristics of an open-end mutual fund and a stock. However, unlike mutual
funds, individual investors do not purchase or redeem shares from the fund.
Instead, like stocks, individuals buy and sell shares of ETFs on an exchange,
including the American Stock Exchange, the New York Stock Exchange, and the
Chicago Board Options Exchange. ETFs offer investors a cost-effective
opportunity to obtain portfolio diversification by buying or selling an interest in a
portfolio of stock or bonds in a single transaction.
Variable Annuities
Variable annuities are highly complex financial products offered by
insurance companies. Your investment in a variable annuity contract is subject to
both general market risk and the insurance company’s credit risk. These and other
risks are described in the variable annuities’ prospectuses. Variable annuities are
regulated under both securities and insurance laws and related rules and regulations.
Variable annuities offer various benefits and features which may or may not have
value to you depending on your circumstances and we would be pleased to discuss
them with you.
Individual Stocks and Bonds
The risks inherent with individual stocks and bonds are similar to those
related to mutual funds. However, unlike mutual funds, individual securities carry
more risk because of the possible lack of diversification in the event that your
portfolio isn’t spread across many industries and companies. An owner of an
individual security is subject not only to market risk, but company risk, or
“significant event” risk as in the case of bankruptcy, loss of major customers, loss
of earnings, or similar factors. Typically, individual securities have more volatility
and potential for larger gains and losses. Unlike mutual funds, you face a greater
risk of losing your entire investment in an individual stock or bond. We seek to
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mitigate these risks in the ownership of individual securities by sound research and
diversification.
Options
Where suitable and appropriate for clients, we may engage in a variety of
transactions involving options, although they do not represent a primary focus of
our investment strategy. Options are derivative financial instruments whose value
depends upon, or is derived from, the value of something else, such as a stock or a
stock index. Where suitable for certain clients, we may make use of “short” options
positions, the values of which move in the opposite direction from the price of the
underlying security. We also may use options, both for hedging and non-hedging
purposes, including as a substitute for a direct investment in the securities of one or
more issuers. The risk of loss from certain options trading strategies is theoretically
unlimited. The prices of options may move in unexpected ways due to the use of
leverage or other factors, especially in unusual market conditions, and may result
in increased volatility. Options are not suitable for all clients.
Investment Risks and Rewards
All investment products include different types and levels of risk. These risks will
be discussed with you in determining the investment objectives that will guide our
investment advice for your account. Upon request, as part of our services, we can discuss
with you the types of investments and investment strategies that we believe may tend to
reduce these risks in light of your personal circumstances and financial objectives.
Obtaining higher rates of return on investments typically entails accepting higher
levels of risk. Based upon discussions with you, we will attempt to identify the balance of
risks and rewards that is appropriate and comfortable for you. It is still your responsibility
to ask questions if you do not understand fully the risks associated with any investment or
investment strategy.
We strive to render our best judgment on your behalf. Still, we cannot assure you
that your investments will be profitable or assure you that no losses will occur in your
investment portfolio. Past performance is one relatively important consideration with
respect to any investment or investment advisor, but it is not a predictor of future
performance. While we will continuously strive to provide outstanding long-term
investment performance for you and our other clients, many economic and market variables
beyond our control can affect the performance of your investments.
There are many types of risks, which vary with the type of investment or strategy.
We would be happy to discuss them with you. Generally, some of the more common
investment-related risks that may affect your investment portfolio include:
●
Business risks are associated with a particular company or industry. For
example, start-up companies carry greater business risks than established
companies. Companies developing new technologies carry greater business
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risks than manufacturers of well-established or widely used products and
services.
●
Financial risks are often associated with the ability of a company to raise
capital or finance its operations, as well as its ability to repay indebtedness.
Highly leveraged companies face greater financial risks than well-
capitalized companies.
●
Market risks are related to the effects of economic, political, natural
disasters, or other events on the price of a publicly-traded stock, bond,
exchange-traded fund, or other securities. This type of risk is typically
affected by extrinsic factors that often are not related a particular company’s
financial condition, performance, or circumstances.
For example,
investment speculation can materially affect market prices.
●
Liquidity risks are associated with an investor’s ability to readily convert a
security or other asset into cash. Generally, there is greater liquidity for
securities that are publicly traded on stock exchanges or trading facilities
that match buy and sell orders. Privately offered securities may be highly
illiquid because there is little or no trading or market activity.
●
Concentration risks result from a lack of investment diversification, which
may be expressed in terms of geography, industry, or economic sector. For
example, mutual funds typically invest in a large number of different
companies, typically lowering the risk that one or a small number of those
companies experience a significant loss.
●
Options are complex, derivative securities that involve special risks. Option
contracts expire at a stated maturity date and have no further value. Unlike
traditional securities, the value of an option and the return from holding an
option varies with the value of the underlying security from which it derives
and other factors.
●
Interest-rate risks are associated with changes to investment prices due to
increasing or decreasing interest rates. For example, when interest rates
rise, yields on newly issued bonds become higher, making them more
attractive than yields on already outstanding bonds, which may cause the
market values of outstanding bonds to decline.
●
Real estate investment trusts (“REITs”) own, directly or indirectly, various
types of real property interests and, therefore, bear real estate-related risks,
among others. Most REITs focus on particular types of commercial
development, such as apartments or office buildings, exposing them to
downturns in demand, occupancy, and prices for these kinds of real estate.
Some REITs bear risks associated with excessive debt, geographic
concentration, and poor property management practices.
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●
Inflationary and deflationary risks are associated with the purchasing power
of the dollar, which is affected by broad economic, monetary, governmental
policies, and the balance of supply and demand for products and services.
●
Reinvestment risks are typically related to fluctuations in the potential
interest rate at which future investment proceeds may have to be invested.
For example, reinvestment risks may increase during periods of falling
interest rates. This risk primarily relates to bonds and other fixed income
securities.
●
Currency risks are primarily associated with foreign investments. For
example, a company’s earnings in a foreign country may be affected by
fluctuations in the value of the dollar against that foreign currency.
Similarly, the investment return of a foreign security may be affected by
changes in currency exchange rates.
ITEM 9: DISCIPLINARY INFORMATION
As a registered investment adviser, we must inform you of all material facts regarding
any legal or disciplinary events that would be material to your evaluation of our advisory
business. We currently have no material legal or disciplinary events to disclose related to our
investment advisory services. For more information about our firm, you may visit
www.adviserinfo.sec.gov or https://brokercheck.finra.org.
ITEM 10: OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
Our Other Financial Industry Activities
In addition to being registered with the SEC as an investment advisor, we are also
registered as a broker-dealer with the SEC, the State of Michigan, and other states. We are
a member of the Financial Industry Regulatory Authority (“FINRA”) and the Securities
Investor Protection Corporation (“SIPC”). Our principal executive officers and our
representatives are also broker-dealer registered representatives. We and our broker-dealer
registered representatives are able to effect securities transactions for our clients and will
receive separate, customary compensation for effecting securities transactions if you do not
participate in our Program or one of the other programs discussed above. Purchasing
products and services through our representatives directly benefits them personally and
benefits us because of the additional compensation we will receive in those transactions.
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Our advisory fee off-set policy, described
in
In addition, we are a licensed domestic insurance agency in the State of Michigan,
under which we are authorized to engage in the sale of fixed and variable annuities, as well
as life insurance. Most of our advisory representatives are also licensed as insurance agents
or brokers of various insurance companies and receive insurance commissions on insurance
purchases which we recommend. The additional compensation creates conflicts of interest,
which you should consider in engaging our services or the services of our affiliated
businesses.
the “FEES AND
COMPENSATION” section above, is intended to mitigate those conflicts. You may
always choose a different insurance agent to implement our advice.
Our Affiliations and Relationships
Pathway Benefit Services
We have a relationship with a pension consultant, Pathway Benefit
Services, Grand Rapids, Michigan (“Pathway”), a third-party plan administrator.
Pathway is owned and operated by two registered representatives/investment
adviser representatives of our firm, Thomas B. Petzold and Matthew D. Howell.
We may refer corporate clients to Pathway for retirement plan services. We do not
receive compensation for those referrals.
If you use Pathway’s services, Messrs. Petzold and Howell will earn
additional compensation for those services. Pathway and Messrs. Petzold and
Howell may refer plan sponsors and trustees to us for our services, but we do not
compensate anyone for those referrals. Our services for retirement plan clients who
also use Pathway’s services constitute a very small part of our business.
A majority of Pathway’s retirement plans use our investment advisory
services and maintain custodial accounts at Fidelity Brokerage Services, LLC
(“Fidelity”). Plan sponsors and trustees who are unaffiliated with our firm and
Pathway independently determine to engage our services. There are no obligations,
nor economic advantages, for using both our services and Pathway’s services.
ITEM 11: CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT
TRANSACTIONS AND PERSONAL TRADING
Code of Ethics
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We adopted a Code of Ethics (“Code”) that applies to us and all of our employees.
Each of them must comply with our Code as a condition to working with us. The Code
describes the standard of conduct that we require of our employees and sets forth
restrictions on certain activities, including personal trading in employee-owned, managed,
or beneficially-owned accounts. By setting forth the regulatory and ethical standards to
which we and our employees must adhere, the Code supports our efforts to promote a high
level of professional and ethical conduct in furtherance of our fiduciary duty to our clients.
Our Chief Compliance Officer (our "CCO") administers and enforces our Code. You may
request a copy by contacting us. Our Code requires our employees to:
●
●
●
●
●
●
●
comply with applicable federal and state securities laws;
conduct themselves with integrity and act ethically in their dealings with the
public, clients and professional associates;
fulfill their duty of loyalty by acting solely in our clients' best interests;
strive to provide long-term client satisfaction;
disclose any conflict of interest;
report any violation of our policies and procedures to our CCO as soon as
possible; and
submit reports of securities beneficially owned by them and their related
persons and submit reports of securities transactions by them and their
related persons, subject to certain permitted exceptions.
We prohibit our employees from investing in any initial public offerings and our
employees must receive our CCO's approval before they invest in any private placements.
Participation or Interest in Client Transactions
Securities We May Purchase for Others: Centennial provides services for many clients so
we may recommend securities for any number of clients prior to, contemporaneously with,
or after recommendations or trades made for other clients. We may customize portfolios,
which may be subject to special investment guidelines or directives. Consequently, there
may be many similarities in portfolio holdings among our clients’ accounts and our
proprietary or affiliated accounts. You should understand, however, that investments that
are appropriate for some accounts are not necessarily appropriate for other accounts based
on many factors such as risk tolerance, investment objectives, account size, investment
time horizon, and tax planning considerations. Therefore, from time to time our advice
may differ from account to account based on their respective financial needs, objectives,
and circumstances.
Securities We May Purchase for Our Own Accounts: Our firm and our representatives
may acquire or hold positions in or buy or sell the same securities or related options as you
or other clients may buy or sell. To the extent that we may own, buy, or sell the same
securities as recommended to clients, we may have a conflict of interest with respect to
those securities. We seek to mitigate such conflicts by not offering proprietary investment
products and ensuring that client transactions always take precedence over transactions by
our firm or representatives when executed on the same day.
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Mutual fund shares may also be recommended for investment advisory clients. Our
firm and our representatives may, from time to time, purchase some of these same funds
for their personal portfolios. In view of the fact that these shares are continuously issued
and redeemed by the mutual fund at net asset value and that prices are not directly
determined by supply and demand, no restrictions are placed on the use of these mutual
funds by our firm or our representatives.
ITEM 12: BROKERAGE PRACTICES
Directed Brokerage and Pathway Defined Benefit ERISA Plans
We are a registered broker-dealer and our investment adviser representatives are
also registered through us to handle securities brokerage transactions. Additionally, our
clearing firm, RBC, is a qualified custodian, and provides the systems and technology we
use to manage assets in your account if you engage us for investment management services.
In the context of selecting and retaining RBC as our clearing broker-dealer firm and
qualified custodian to our advisory accounts, we fulfill our duty of best execution by taking
into account numerous factors regarding a broker-dealer’s execution of customer trades
including: (1) overall market quality; (2) speed of execution; (3) order size; (4) trading
characteristics of a particular security; (4) availability of accurate information affecting
choices of the most favorable market; (5) availability of economic access to various market
centers; and (6) cost and difficulty associated with achieving an execution in a particular
market center. Our analysis of these factors is, among other considerations, based on
information provided on a quarterly basis by RBC relative to their trade executions.
For defined contribution plan advisory services through Pathway Benefit Services,
you must use Fidelity, member FINRA and SIPC, for brokerage and custodial services as
described above in Item 10, under the section entitled, “Pathway Benefit Services.”
Pathway Benefit Services uses Fidelity Institutional Services for defined benefit plan
advisory services because Fidelity provides daily recordkeeping services and access to
multiple fund families with access to over 2,500 mutual funds.
Recommended Brokerage and Custodial Services and Soft Dollars
If you engage us for portfolio management services outside of our Program or for
financial planning or consulting services, we will generally recommend our firm and RBC
to act, respectively, as broker and custodian to your accounts, but you are not obligated to
do so or to use our services or our representatives to implement our financial planning or
consulting recommendations. Securities brokerage services are available from other
sources at lower cost; however, discount brokerage firms generally do not provide
personalized investment advice or other customer services that we can provide you.
When we direct transactions to such broker-dealers as we select, we will seek “best
execution” for your account, which is a combination of a number of judgmental factors
including price, execution, quality, and your needs. Recognizing the value of these
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judgmental factors, brokers selected may charge commissions (or “ticket charges”) that are
higher than the lowest commissions that might otherwise be available.
Research & Soft Dollar Benefits
We have not entered and do not intend to enter into any contractual third-party soft
dollar arrangements, such as where we commit to place a specific level of brokerage with
a specific brokerage firm in return for which the brokerage firm will pay for various
research related products or services for us, such as Bloomberg terminals or other
communication links or services, computer software, investment publication subscriptions
or other research related products or services that are generally available for cash purchase.
Client Directed Brokerage
If you do not use our firm and instead direct us to utilize another broker-dealer (e.g.,
Charles Schwab or Fidelity) to custody your assets and/or effect transactions for or with
your account, you should understand that, in the case of such a directed brokerage
arrangement:
●
You will be solely responsible for negotiating the terms and arrangements
on which those brokers and dealers are engaged, and we will have no
responsibility for reviewing the fairness of those terms and arrangements;
●
We will not seek better execution services or prices from other brokers and
dealers in connection with transactions for your account;
●
We will not monitor the performance of, or the services provided by the
brokers and dealers so designated; and
●
You may pay higher commissions or other transaction costs or greater
spreads, or receive less favorable net prices, on transactions for the account
than would otherwise be the case.
Aggregation of Client Trades
When conducting certain transactions involving debt securities (e.g., bonds), if it
appears that our clients will benefit from reduced transaction costs and fees, we may
aggregate (i.e., combine) orders for multiple clients into a single transaction, place the
aggregated order into a suspense account, and allocate (i.e., divide) the order among
multiple clients. When orders are aggregated and allocated, the cost of the security, as well
as all related transaction fees, will be shared equally among all participating clients on a
pro rata basis.
Trade Errors
We have the responsibility to effect orders correctly, promptly and in the best
interests of our clients. We have established an error correction policy to identify and
correct any errors as promptly as possible without disadvantaging you or benefiting us in
any way.
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We have defined a “trade error” to mean when we have purchased or sold a
financial instrument for a client account and that action is then determined to have been a
mistake and the error results in a financial gain or loss for the client. Examples of errors
may include:
●
Purchases or sales of an incorrect or unintended security or quantity of
securities for a client account;
●
Purchases or sales of securities for the incorrect or unintended client
account;
●
Purchases or sales of securities that are not authorized by the client’s
investment guidelines or applicable law or regulations (e.g., prohibited
transaction under ERISA); and
●
Purchase or sale transpositions (where an intended purchase is entered as a
sale, or vice-versa).
If the error is our responsibility, your transaction will be corrected and we will
reimburse you for any loss resulting from an inaccurate or erroneous order. Whenever
possible and as soon as practical after an error has been discovered, we will reallocate any
erroneous trade in a trade error account. Generally, if related trade errors result in both
gains and losses in the client’s account, they may be netted. If the error results in a net
loss, we will assume the loss. It is possible that you may not profit from the error, even if
the correction results in a gain. Trade corrections require us to process a cancellation of
the incorrect trade in your account and submit a trade with the correct conditions, for
example, the correct number of shares, price, etc. As a result of this procedure, after the
correction, the client account will reflect only the trade as it should have correctly been
processed.
ITEM 13: REVIEW OF ACCOUNTS
Reviews and Reviewers
We review each Individually Managed Account on a regular basis and more often
if market conditions warrant. During our account review, consideration is given to your
long-term investment objective(s), goals, economic and market conditions, recent
performance of the various funds and securities you hold as compared to the performance
of various market indexes. Alternative investments may be identified through various
screening techniques we employ and may be implemented.
Our principals are responsible for reviewing your account and trading activity. For
example, a compliance principal reviews all accounts upon opening. We also review
activity in advisory accounts as part of our daily review of trading activity in all client
accounts.
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Centennial Securities Company, Inc
Form ADV Part 2A
Reports for Accounts
If your account is held at RBC you will be provided confirmations after each
transaction in your account and if a mutual fund is purchased, you will also receive a
prospectus. If your account is custodied at another broker/dealer, that broker/dealer will
provide the confirmation to you.
Periodic account statements, including a complete listing of all portfolio holdings
and transactions for your account, will be sent to you on at least a quarterly basis by your
account custodian. We rely upon, and are not responsible for, the accuracy of the
custodian’s account statements. If desired, we can also provide performance reporting on
a pre-determined schedule.
If we provide reports in addition to your custodian’s periodic account statements,
you should carefully review and compare them to determine whether there is any
inconsistent information. Please promptly notify us, or your custodian, if you find any
apparent inconsistencies or if you have any questions.
ITEM 14: CLIENT REFERRALS AND OTHER COMPENSATION
Also described above under the heading, “FEES AND COMPENSATION,” we
may receive 12b-1 shareholder servicing fees and program administration fees from mutual funds
with respect to your account. Finally, as described above, when we act as a broker-dealer outside
of the programs discussed above, we may also receive transaction-based compensation.
Additional compensation creates a conflict of interest that could affect our advice. Such
compensation is typically disclosed in transaction confirmations and/or periodic account
statements. Notwithstanding these potential conflicts, we strive to adhere to the highest ethical
standards in performing our investment advisory services. We do not employ or pay third-party
solicitors to refer new investment advisory business to us.
ITEM 15: CUSTODY
We do not provide custody services for your account. However, we are an introducing
broker-dealer and, as such, may receive and promptly forward your funds or securities to RBC, a
mutual fund, or any other custodian you have selected for your account. All checks should be
made out to your custodian as the payee. We may also bill your account custodian for our
advisory services, as described above, if you have granted us this direct fee-deduction authority.
Our ability to handle your funds or securities, or to deduct our advisory fees from your account, is
deemed to give us custody over your funds or securities even though we do not act as your account
custodian.
If you select RBC to act as your account custodian, then all securities will be issued in
uncertificated form in your name or in RBC’s “street name” for your beneficial ownership. RBC
will credit your account with cash and other assets you deposit in the account, with dividends and
other contributions paid on shares of securities held in your account (unless automatically
reinvested as described below), and with the proceeds from redemptions and sales of your
securities. We are not affiliated with RBC and are not responsible for its services.
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Centennial Securities Company, Inc
Form ADV Part 2A
Some clients, through a 401k relationship, select Fidelity as the custodian for their mutual
fund investments. You may already have, or you may select, another custodian for your account.
Some custodians separately charge for their services.
You will receive statements from the broker-dealer, bank, mutual fund, or other qualified
custodian that holds and maintains your investment assets at least quarterly. We urge you to
carefully review such statements and compare such official custodial records to the account
statements that we may provide to you. Our statements may vary from custodial statements based
on accounting procedures, reporting dates, or valuation methodologies of certain securities.
Promptly ask us or your custodian questions about the information reported in your account
statements.
ITEM 16: INVESTMENT DISCRETION
We generally receive discretionary authority in writing from clients at the outset of an
advisory relationship in the Investment Management Agreement, as explained under the heading
above, Item 4 - “ADVISORY BUSINESS.” Discretionary authority grants us the ability to
determine, without obtaining your specific consent, the securities to be bought or sold for your
portfolio, the amount of securities to be bought or sold, and in most cases, the broker-dealer to be
used and the commission rate to be paid. In all cases, however, such discretion is to be exercised
in a manner consistent with your stated investment objectives for the account and by considering
the size of your account and your risk tolerance.
Also, you may sign an agreement with your custodian that generally includes a limited
power of attorney granting us authority to direct and implement the investment and reinvestment
of your assets within the account, but not direct or move the assets outside of the account.
When selecting securities and determining amounts, we observe any investment policies,
limitations and restrictions you provide to us in writing. For pension and retirement plans governed
by ERISA, our investment advice is also limited by ERISA’s requirements and prohibitions.
ITEM 17: VOTING CLIENT SECURITIES
We will not vote the proxies for securities held in your accounts. Proxy materials will be
forward to you for voting. If you have questions about a proxy solicitation, we would be happy to
discuss it with you.
ITEM 18: FINANCIAL INFORMATION
We are required to provide you with certain financial information or disclosures about our
financial condition if we have financial commitments that impair our ability to meet contractual
and fiduciary commitments to you or if we were to require prepayment of our advisory or financial
planning and consulting fees in excess of $1,200 per client, six months or more in advance. We
have not been the subject of a bankruptcy proceeding and do not have any financial commitments
that would impair our ability to meet any contractual or fiduciary commitments to you. While we
may require prepayment of our financial planning and consulting fees, described above, we
perform our services within six months of your engaging us. Fees for advisory services are
collected quarterly in advance only.
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Centennial Securities Company, Inc
Form ADV Part 2A