DRAFT
7/20/2014 7:24 PM
Graystone
Consulting
and the
Alternative
Investment
Morgan
Stanley
Institutional
Wealth
Solutions
(MSIWS)
Program
Business Plan
July 20, 2014
CONFIDENTIAL – FOR INTERNAL USE ONLY
Executive Summary
 Opportunity: Morgan Stanley has significant corporate and institutional clients and offers a full-suite of capabilities with strong,
global brand recognition.

Current market share, however, is small compared to the size of the industry ($500B vs. $25T)
 Issue: Morgan Stanley Wealth Management has historically had limited success in monetizing its institutional client relationships in
order to drive top line growth

No over-arching strategy exists across MS
 Elements of Strategic Plan
1. Better coordination across WM corporate and institutional client businesses (and enhancement of ISG / IM partnerships) to
penetrate institutional client base
2. Capture downstream higher margin retail synergies by leveraging MSWM solutions to offer individuals underlying institutional
clients, C-suite and mass affluent

Coordinate of strategies with stock plan, mass affluent, Graystone, etc.
3. Expand Graystone footprint via recruiting and acquisition
 Execution of Plan / Process: 4 Categories
1. Cross-sell: Committee representation from all wealth management institutional businesses; Client materials; FA training
2. Institutional Wealth Management (IWS) Teams: Selection of teams to engage in cross-sell and creation of materials for client
presentations
3. Employee Offer: (1) Packaging of C-suite wealth management offering for underlying clients (Pilot and Long-term); (2) Mass
affluent offering and migration to CAC (Pilot and Long-term)
4. Acquisition opportunities: Retain search firm and evaluate flexibility with respect to deal structure
1
Four Key Components to Execute on Strategy
1.
2.
3.
4.
Cross-sell – building out our Institutional offering (Immediate)
A.
Client Pitchbook Materials
B.
Institutional Wealth Management (IWS) Committee
C.
Training
D.
Sales and Distribution
E.
Product Set Enhancement
Specialized FA Teams– IWS (Near Term)
A.
Selection of Teams
B.
Guiding Principles
C.
Branding and Promotion
D.
Engagement with Field
Component details on
pages that follow
Employee Offer (Pilot / Long-term Plan)
A.
C-Suite Process Flow
B.
Mass Affluent Process Flow
In-Organic Strategy (Immediate)
A.
Execute on Existing Recruiting Pipeline
B.
Sourcing of New Candidates
C.
Deal Structuring
2
Institutional
Cross-sell
IWS
Teams
Employee
Offer
In-organic
Strategy
1
Key Deliverables: Institutional Cross-sell
Goal: Deliver the Firm to New and Existing Institutional Relationships
Owner (s)
A
“Deliver the Firm”
Client Pitchbook
1.
2.
3.
1.
B
Home Office / IWS
Committee
2.
1.
2.
C
Training
3.
D
Sales and
Distribution
1.
2.
1.
2.
3.
E
4.
Enhanced Product
Set
5.
6.
7.
8.
9.
10.
11.
First draft in progress
Representation of all institutional businesses
Ability to tailor presentation as needed
To include representation from all institutional businesses plus
SLM. See list on page 11.
Hire / allocate ½ resource focused on research reporting to Jeff
McConnell
Develop curriculum: information modules, presentation skills
2-day kick-off meeting with presentations from all institutional
businesses plus walk-through of “Deliver the Firm” pitchbook
Hire 1 junior resource (analyst/associate) to support IWS build
out




Melanie Blandon
Katherine
Fratterola
Marc Brookman
Jennifer DeFazio
Cost
Timing



Minimal / allocation
of existing
resources

Allocation of
existing resource
½ research
resource ($100K)
3Q 2014
3Q 2014



Jennifer DeFazio

4Q 2014


Hire one sales head (ED level)
Hire / allocate ½ resource focused on research reporting to Jeff
McConnell

Marc Brookman
Investment Consulting
Retirement Services
Stock Plan Services
Corporate Cash Management
Capital Raising
Philanthropy Management
Lending
Non-Qualified DC
Captive Insurance
Business Owner Services
Products tailored to Specialty Groups (e.g., law firm)

IWS Committee

Immediate

4Q 2014
2-day offsite
including travel:
~$250K
Junior Resource:
$150K
~$600K including
benefits ($500K for
sales, $100K for ½
research)
3
Institutional
Cross-sell
IWS
Teams
In-organic
Strategy
Employee
Offer
2
Key Deliverables: Determine Specialized IWS Teams
Goal: Selection of IWS and Employee Offer Teams, Training, Guiding Principles
Owner
A
B
C
Determine FA
Teams
Rules of the Road /
Guiding Principles
Branding &
Promotion /
Communication
Strategy
Broad Field
Engagement

Work with field management to determine teams

Criteria: Determine criteria for inclusion in new group
(production, growth, length of service, institutional specialty)

Reservation System

Tech request submitted (Lindsay Starr

Splits

Overall: Work with Tom D’Elisa and Mark Greenfield
1.
2.
3.
4.

Finalize Name: MS Institutional Wealth Solutions (IWS)?
Marketing Plan
Communication Strategy
Engagement with press
Determine Rules of the Road and resource access for nonIWS FA teams with respect to cross-sell and Employee Offer
Timing / Notes

Marc Brookman

3Q 2014

Bob Mandel
John Pratt

4Q 2014


1.

Katherine
Fratterola
Melanie Blandon

John Pratt

2.
3.
Immediately
4Q 2014
4Q 2014
2015
Cost

Minimal / allocation
of existing
resources

Minimal / allocation
of existing
resources

Minimal / allocation
of existing
resources

Minimal / allocation
of existing
resources
4
Institutional
Cross-sell
IWS
Teams
Employee
Offer
In-organic
Strategy
3
Key Deliverables: Employee Offer
Timing / Notes
Owner
A
B
Resource/Cost
C-Suite
1.
To come: John Pratt
2.
Choose teams to include
3.
Review team client lists for opportunities
4.
Package product offering including planning and
lending

John Pratt

4Q 2014
Mass Affluent


To come
John Pratt in
coordination with
mass affluent
team (project
manager: Kelly
Grayson)

For launch 1Q
2015

1 Head for Legal
Evaluation and
Monitoring ($200K)

$750K in other
costs related to
launch: material
development /
marketing

1 Head for Home
Office Management
of Program
($300K)

Other employee
and technology
costs included in
Mass Affluent
Business Plan



Acquisition
Specialists
CAC
technology
Marketing
5
Institutional
Cross-sell
IWS
Teams
Employee
Offer
In-organic
Strategy
4
Key Deliverables: In-Organic Strategy
Owner
1.
A
Execute on
Recruiting Pipeline
B
“Standardize”
structure of deals
1.
3 teams in pipeline
1. Merrill
2. Northern Trust
3. Quanvest (Independent)
Evaluate acquisition structure and flexibility on terms
1. Earn-out vs. loan bonus arrangement
2. Tax considerations

Timing / Notes
Marc Brookman
Bob Mandel

Immediately
Marc Brookman
Mike McGowan
Jennifer DeFazio

6On-going

Jennifer DeFazio
Mike McGowan

4Q 2014




C
Engage Search
Firm
1.
Retain search firm (Mindy Diamond)
D
Internal Resource
1.
Hire one head for acquisition and recruiting (ED level)

Marc Brookman

Immediate
E
Potential
Candidates
1.
To come

Jennifer DeFazio

3Q 2014

Cost

Standard recruiting
costs / structure

Minimal / allocation
6of existing
resources

N/A

~$500K including
benefits

On-going
6
Summary of Resource Needs
Inc. Cost
Role / Comment
Employee Offering
Home Office C&I Manager
$300K
IWS Training
Curriculum Development
$300K
Corporate Cash
Executive Director
**
COO
Analyst / Associate
$150K
Support for Strategy / COO Group
Distribution/Recruiting
Executive Director
$500K
For Eastern Division
Distribution/Recruiting
Executive Director
$500K
For Western Division
Legal/Risk/Compliance
Vice President
$200K
All legal, risk, compliance matters across C&I, focused on
cross-sell and Employee Offer
Research
Associate
$200K
Support for Jeff McConnell
TOTAL COMPENSATION RELATED
$2.15MM
Support for rollout of C&I Employee Offer
Run Corporate Cash
Incremental annual
Marketing
$500K
Need this and 750K below? (not in pages 3-6)
Employee Offering Launch
$750K
Material development, etc.
Kick-off IWS Training Event / Offsite
$250K
TOTAL COMP and NON-COMP
$3.65MM
** Not incremental, existing resource re-allocated
7
Action Plan / Timeline
2014
July
Cross Sell
August
2015
Sept
Oct
Nov
Dec
IWS Committee
and FA Teams
Legal, Risk and
Compliance
Marketing and
Education
Operations and
Technology
2nd Half 2015+
Evaluate expansion of sales team
Employee Offer Working Team
Develop Client Materials
Meet with Product Areas (Banking, Planning, etc.)
Employee Offer Fully Launched: Work with FAs and Corporate
Client on Execution / Growth of Offering
Meet with
Divisionals
Determine FA Teams
Financial, Metrics
and Reporting
2Q 2015
Hire Directors of
Sales
Cross train sales team (e.g.,
retirement, CG, etc)
Employee
Offering
1Q 2015
Build Revenue Model
Kick-off followed by on-going FA training (Quarterly)
Define stats to track
Segment P&L
Incremental Expense
Define Parameters of
Cross-sell Legal Issues
Marketing Plan
Refinement of Reporting and Metrics Dashboard
On-going Legal, Risk and Compliance Meetings re. execution of strategy (min monthly)
FA and FAA Training
CAC Training
Client Pitchbook
Account tagging for C&I
Coordination: Randazzo’s team
Work with CAC on scalability
IWS Kick-off
Metrics
Dashboard /
Segment P&L
Jan 1, 2015:
Launch Employee
Offering
8
Detailed Components of Plan
9
1A
Process Flow Template
Manual Process
Systematic Process
Home Office
Start
View Deficiencies
(if any)
)
IWS Team
Y
?
BOM/CG Portal
N
Corporate
Client
Resolve Ops
Approvable
Deficiencies
Receive Welcome
Book / Billed for
Acct
Client billing
End
Stock Plan
8
1B
IWS Committee
Members
C&I Segment
Management
• Marc Brookman
• Dana Ritzcovan
MSWM Strategy
• David Heaton
Field Management
• Mandell Crowley
• Dan DiBiasio
Responsibilities / Decisions
•
Engage with respective business teams to
staff working groups
•
Participate in Bi-weekly meetings
•
Make decisions on FA teams to participate
in cross-sell training and Employee Offer /
criteria for inclusions
•
Make decisions on product offerings
Graystone
• Bob Mandel
Stock Plan Services
• Joe Vaccarino
• Mike Gallagher
Retirement
• Jim McCarthy
• Ed O’Connor
•
Determine timing and content of
communication roll-out
Cash Management
• Thomas Driscoll
•
Approval of process flow
MM Capital Markets
• Trey Thomas
•
Evaluate and foster discussion on risks
Private Bank
• David Kanigan
• Mike DiBiasio
Operations
• John Pratt
Technology
• Eugene Elias
Risk
• Jeff Silverman
• David Schnier
Legal
• Paul Gallagher
• Tom D’Elisa (as needed)
Marketing
• Katherine Frattarola
SLM
• Harry Singh
• Grace Yoon
11
1C
Training: Draft Agenda
I.
Introductions / Welcome, Doug Ketterer
II.
Overview of MS Institutional Wealth Solutions, Marc Brookman
III. Contributing Businesses Overview and Discussion (with FA Case Studies)
A. Graystone Institutional Consulting, Bob Mandel with [Jim Detterick]
B. Corporate Cash, Thomas Driscoll with Chad Evans
Day 1
C. Stock Plan Services, Mike Gallagher with Roger Coleman
D. Retirement Services, Ed O’Connor with [FA]
E. Middle Markets Capital Markets, Trey Thomas
IV. Employee Offer, Dana Ritzcovan with Mark Curtis and Tony M.
V.
Presentation Coaching: How to Sell a Service not in Your Area of Expertise, Working Session with External Coach
VI. End Day 1 Wrap-Up
VII. Dinner
Day 2
VIII. Rules of the Road, Paul Gallagher and Tom D’Elisa (Legal)
IX. Reservation System Walk-through, John Pratt and Grace Yoon
X.
Open Discussion
XI. Training Offsite Concludes
12
2
Proposed Eligibility Criteria
Objective
IWS Teams
(~75)
Subjective
• [10 years] of experience in chosen area of focus
• Partner (attestation)
• $2MM in gross production of which 50% is institutional
• Other
• Required to bring in at least three new institutional
client to the firm per year
• Other
• [Other practice requirements aligned with
characteristics of institutional client focus.]
• IWS Committee will review business plan and pipeline
to evaluate growth opportunities
• Follow Rules of the Road with respect to splits,
reservation system
• [--] in Gross Production
Employee
Offer Teams
(~25)
• [--] Growth requirements
• Follow Guiding Principles:
 HHs with <$250K in assets migrated to CAC
 Other to come
Minor variations to one or two requirements are allowed when unique circumstances
exist to the satisfaction of the IWS Committee
13
2
Top FA Teams for IWS
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
FA / Team Name
Marc Curtis
Jim Detterick (The Detterick Group)
Tim Skelly, Scott Thayer (Graystone Consulting Santa Rosa)
Thomas Parks (Parks Group)
Larry Mills (The Mills Team)
Drew Zager
Chad Evans
John Mott
Phil Shaffer (The Shaffer Consulting Group)
Robert Scherer (The Scherer Group)
Peter Princi (SIC)
Craig Dobbs (The Dobbs Group)
John Longo (The Empire Group)
Matthew McLaughlin, Al Hammond (The MHC Group)
Marc Fischer (The Fischer Group)
Roger Coleman
Mike Gallagher
Charles Mulfinger (Graystone Consulting Tampa)
Andy Chase
Stephen Fox
Michael Brunner
W. Joe Sammons (The Q Group)
George Cook, Carl Viard (G Cook Group)
William Messner
Dana Jackson (The Peninsula Group)
Bill Talmage (The Kenwood Consulting Group)
Tom Schatzman, Jeff Herb
John Bello, Greg Simakas
Vic Livingston (SIC)
Craig Pastolove
Barry Martzahl
Stephen Kelliher
Angie Pizzichini and Deidre Cortney
David Woo, Lars Monroe, and Matt O’Haren
Alice Neill and Dan Davis
Tom Kazazes
MSIM Rep (Brian Ingram?)
MSIM Rep (Kevin Waldeck?)
MSIM Rep (Jim Crowley?)
MSIM Rep (Martha Little?)
MSIM Rep (Ashley Hartman?)
Other Graystone and Retirement - 10 Teams
Stock Plan TBD - 10 Teams
Middle Markets TBD - 2-3 Teams
Small Business TBD - 15 Teams
Employee Offer TBD - 10 Teams
Government Entity TBD
Other - Law Firm, MFO, RIA, etc
T12 Gross
Production
15,318,288
2,316,286
1,907,991
3,729,248
Assets
Graystone/SIC





Retirement
Corp
Cash

Stock
Plan
Middle
Markets
Small
Employee
Business
Offer




2,035,048
7,137,253
7,799,687
6,819,841
2,130,038
2,628,864
2,468,084

1,168,936,440
1,207,616,258
666,211,076











5,115,400
2,349,683


5,934,578
3,276,490
2,592,079
4,065,786
4,691,006
324,810,019
1,018,568
4,023,103
3,549,954
3,549,323














386,245,279
781,018,630
733,602,414















14
3
IWS Delivery: Process Flow
• TBD
Financial Advisor –
Institutional Lead
Other:
• Client manager
Outbound vs inbound calls
• Originates prospect
Reservation system
Welcome kits
CrossSell?
Institutional Securities
• Graystone
Employee
Offer?
Acquisition Specialist to
engage with Client
On-going client
management
Communications strategy
• Provide list of WM solutions
and client benefits
• List of employees segmented
(e.g., top 100)
• Cash management
Mass Affluent
Prospects
• Receive materials
with 800 number
HNW / “C-Suite”
• Receive materials
with FA name
• Materials include
financial planning
Client Advisory Center
(CAC)
Field Financial Advisory
(EO Specialist)
• Assigned via Account
Distribution process
Institution-specific service
line
15
4
Acquisition Strategy: Possible Firms of Interest
New York / TriState
DC Metro
Greater Boston
Colonial Consulting, NYC
$28B
•
90% Foundation & Endowment
Chartwell Consulting, NJ
$2B
•
Foundation & Endowment, Corporations
Portfolio Evaluations, Inc, NJ
$34B
•
Corporations, F&E, Taft-Hartley, Multi-family groups
Mesa Investment Consulting, CT
$6B
•
Based in Greenwich, CT
Quan-vest Consultants, NY
$6B
•
F&E, Corporations, Public Funds
Lepercq Lynx Investment Adv, DC
$1B
•
Institutions & MFO
VTL
$14B
•
F&E, Corporations, Public Funds
Meketa Investment Group
$1B
•
F&E, Corporations, Public Funds, Healthcare
Blue Prairie Group, Chicago
$5B
•
F&E, Corporations, MFOs
Lowery, Chicago
$8B
•
F&E, Public Funds
•
F&E, Corporations, Public Funds
Chicago
Strategic Capital Invest. Adv, Chicago
Disabato, Chicago
$7B
•
F&E
Hartland & Co., Cleveland
$16B
•
Corporates, Public Funds, F&E
Alan Biller, San Fran
$70B
•
Engaged in discussions previously
Strategic Investment Solutions, San Fran
$950B
•
All Institutional Client types
Seattle
Wurts & Associates, Seattle
$50B
•
F&E, Corporations, Public Funds, Healthcare
Denver
Innovest, Denver, CO
$4B
•
Corporates, Public Funds
Ohio
Greater San Fran
16
Appendix
1
7
Overview of Strategy
Morgan Stanley Institutional Solutions will coordinate across its distinct business units to increase penetration of
institutional clients and enhance the retail wealth management capture via a small but effective group of FAs
IWS
(Morgan Stanley Institutional
Solutions)
Financial
Advisors
• Institutional Consulting
(Graystone)
• Capital Markets Services
• Investment Banking
Services
• Stock Plan Services
• Retirement Plan Services
• Corporate Cash
Management
• Banking and Lending
• Wealth Management and
Financial Planning
• Employee Offering
Corporations &
Institutions (C&I)
• Corporations (Publiclytraded and Private)
• Target ~100
Teams
• Foundations and
Endowments
• Taft-Hartley
• Strict criteria:
FA Teams
must meet
revenue,
growth and
client hurdles
• Small Businesses
• Government Entities
• Others including RIAs,
Multi-Family Offices, Law
Firms, CPA Firms
Retail
Participants
• Banking & Lending
(Mortgages, Business
Loans, Cards)
• Wealth management /
Personal investments
 529s
 IRAs / Rollovers
 Brokerage /
Advisory Accounts
• Mass affluent offering via
CAC
• Financial Planning for CSuite Executives and
Key Employees
• Re-investment
18
Overview of Strategy: Cross-sell and Employee Offering
Morgan Stanley
IWS FA Teams
Institutional Client
MSWM has ~3.5 million
retail clients
We have access to 3-5
million(1) more underlying
our C&I clients
Multiple Relationships: Consulting, Retirement, Stock Plan, Cash Mgmt
Banking and Cards
Personal Investments
Financial Planning for Executives
and Key Employees
Employee Education
Re-investment
Mass Affluent Offering
Reserve Program
Employee Offering
Mortgages to Employees
Leverage work done on MS
Employee Offer / Family First
19
(1) Estimated. Formal work to properly size this opportunity is under way.
Today: MS Wealth Management Corporate
& Institutional Capabilities
MS Assets(1)

Priority Client Type
Industry Assets(2)
Across all Wealth Management service types, Corporate & Institutional (C&I) clients comprise approximately $25 Trillion of assets,
representing a significant opportunity for MSWM; On average, MSWM captures 2% of the market
Not-for-Profit Organizations 
Corporations 
Services
Needed
 Retirement Consulting and Services
 Trading and Execution
 Corporate Lending
 Stock Plan Services, 10b5-1, Directed
Share Programs
 Corporate Cash Management
 Capital Raising / Advisory Referrals
 Wealth Mgmt Solutions to Execs/Employees
MSWM
Coverage
Primary
Competitors
•
•
•
•
•
•
Foundations / Endowments 
~$300B
(~4%)
Generalist/Designated FAs
Graystone Institutional Consulting
Stock Plan Services, ESP, DSP
Retirement Services
Corporate Cash Management
Middle Markets Capital Markets
• Mercer, Hewitt, Merrill Lynch, Fidelity, Vanguard
 Banking and Lending Services
 Wealth Management Solutions
 Philanthropy Management
~$30B
(~3%)
~$200B
(~4%)
 Investment Consulting and Solutions
 Retirement (DB + DC)
 Trading and Execution
~$45B
(~5%)
~$1T
~$1T
• Generalist/Designated FAs
• Graystone Institutional Consulting
• Retirement Services
• Generalist/Designated FAs
• Graystone Institutional Consulting
• Retirement Services
• NEPC, Mercer, Cambridge, Callan, Goldman,
Consulting units of Wirehouse Firms
• Marco Consulting, Mercer, Cambridge, Callan,
Regional Consulting Firms
Government Entities
 Investment Consulting and Solutions
 Retirement (DB primarily)
Other (RIAs, Family Office, Law Firms, etc.)
$15B
(<1%)
 Trading and Execution
 Retirement Services
 Capital Raising / Advisory Referrals
 Trading and Execution
~$8T
Small Businesses 
Services
Needed
 Investment Consulting and Solutions
Taft Hartley 
 Wealth Management Solutions
 Trading and Execution
 Intellectual Capital
~$4T+
~$5T+
$10B
(<1%)
~$5T+
 Wealth Mgmt Solutions to Execs/Employees
MSWM
Coverage
Primary
Competitors
•
•
•
•
•
Generalist/Designated FAs
Private Bank (Deposits, Card and HNW Lending)
Retirement Services
Middle Markets Capital Markets
Investment Banking Referrals via SLM
• Money Center / Regional Banks, RIAs, Wirehouses,
Middle Market Boutiques, Asset Managers
• Generalist/Designated FAs
• Graystone Institutional Consulting
• Retirement Services
• Generalist/Designated FAs
• Professional Alliance Group
• Middle Markets Capital Markets
• NEPC, Cambridge, Callan, Hewitt
• Merrill Lynch and Mercer have exited the space
• Fidelity, Charles Schwab, Trust Companies
(Northern Trust, Bessemer, etc.)
For not-for-profits, MS data is under-stated as it captures only assets tagged by Graystone and SIC FAs; Small Business data is estimated – full analysis to come; Source: Business
Analytics team, supplemented with advisor asset survey
(2) Source: Cerulli, Institutional Markets 2013
(1)
20
Law Firm Group Proposal
Market
Opportunity /
Competition
•
The law firm market is highly fragmented
•
There are approximately 1.2 million licensed lawyers in the US and average law firm revenue per lawyer is
approximately $437,000 (2012 ALM Survey of Law Firm Economics, 2013)
•
~5% of all law firms have >20 lawyers and only 1% have >100 lawyers. Equity partner compensation varies
significantly. For the most profitable 100 firms, equity partner comp ranges from $4.2M to $515K
•
Citi Private Bank has the most widely recognized law firm group, claiming to service 38,000 attorneys and 650 law
firms through 14 offices in the US and London
•
BAML and Wells also have law firm offerings
Law Firm Services
•
DC, DB and Non-Qualified Deferred Comp Plan Investment Consulting and (participant education)
•
Lending and Lines of Credit
•
Escrow funds (retainer, settlements, etc) management and services
•
Potential PAG relationships
Law Firm Partners
Proposed
Offering
•
Investment consulting (including reinvestment)
•
Mortgages and other lending
•
Financial Planning
Law Firm Associates
•
Investment consulting
•
Financial Planning
•
Mortgages
Alliances with other Firms
Challenges
•
White papers and non-financial support (expert witness, litigation support)
•
•
•
•
•
Legal issue of consulting to ERISA plan and offering other services
Eligibility criteria generally and for MS Law Firm Whatever Designation to handle partner accounts
Associate criteria for CAC (trained) or high potential junior FAs
Create split guidelines
FAs must agree to split guidelines to participate
21
Legal Considerations: Employee Offering

Before engaging in any marketing/sales/educational activity with employees, have a conversation with the employer/plan
sponsor getting written consent to approach the employees.


Plan sponsor should acknowledge that they do not endorse any additional MS services and that the proposed
services are separate and apart from any fiduciary services MS provides to the employee
Materials distributed to employees should include appropriate disclosure which should include, at least, the following:

Plan sponsor has not endorsed the services

Separate from fiduciary /advisory services provided by MS

MS has a financial incentive in approaching employees

There are other vendors that provide these same services

Any educational seminars for employees should stick to general investment information, plan information, asset allocation
concepts, etc. We should not link a discussion of separate services to those employees at the same seminar – there should
be a separate 1-on-1 conversation. We want there to be a break between providing appropriate education to employees and
marketing the same employees on our myriad services.

During plan-related meetings with employees, it is recommended that we avoid discussion of other services altogether. If,
however, there is any discussion, it should be limited to a) a mere mention of the other services MS offers, b) that those
services require a fee and c) those additional services are in no way related to the services MS provides as a fiduciary to the
employee under the plan.

IRA landscape is currently under DOL and FINRA microscopes. Any rollover discussions should be coordinated with
Retirement Services to ensure we have a uniform approach firmwide.
Legal and Business Team is drafting a set of policies and procedures around
the whole initiative
22