Form CRS

                                                                                                        Green Vista Capital, LLC

Form CRS Customer Relationship Summary – August 9, 2024

Introduction:

Green Vista Capital, LLC (“GVC” or the “Firm”) is registered with the Securities and Exchange Commission (SEC) as a broker-dealer and is a member of the Financial Industry Regulatory Authority (FINRA) and the Securities Investor Protection Corporation (SIPC).  It is important that you are aware of the relationship you can establish with GVC. Through GVC you will establish a brokerage relationship.  Brokerage and advisory services differ in many ways, including in the way services are charged.  In general, brokers charge commissions or transaction-based compensation on each trade that you do with them and advisors charge a fee which is calculated based on assets that they manage for you.

Free and simple tools are available to research firms and financial professionals at investor.gov/CRS, which also provides educational materials about broker-dealers, investment advisers, and investing.

What investment services and advice can you provide me?

GVC does not offer traditional brokerage accounts or maintain any clearing arrangements.  GVC offers limited brokerage services and products to retail customers. Our platform does not include all possible investments. We do not offer all types of securities but limit our product offering to private placements. Other security products or brokerage services may be more suitable for you. Our registered representatives (“RRs”) will recommend investments to you as a retail investor, which are private placements of securities. These are the only investments we will recommend. You the retail investor make the ultimate decision regarding the purchase or sale of investments. You will not be asked to open an account directly with the Firm whereby we take custody of your funds and/or securities.

Private placements are unregistered securities. The private offerings seek to raise money from investors to acquire a majority equity interests in a limited liability company (“LLCs”) whose primary asset(s) or investments involve forms of real property, energy, biomedical and artificial intelligence (“AI”) companies and/or assets.  GVC does also offer private placements in other industries as outlined in the specific programs private placement memorandum (“PPM”) for each offering. You should carefully review each offerings PPM or Offering Memorandum, which includes detailed information on the offering such as our compensation as well as a description of the project being funded by the private placement, how the funds invested will be used, any relevant disclosures, risks associated with the investment including conflicts of interest. GVC also offers direct mutual fund investments to clients through companies such as Capital Group (American Funds).  At times GVC may offer investments or products that are issued, sponsored, or managed by GVC or its affiliates. For example, True North Resources, LLC is an issuer, sponsor, and manager of private placement offerings that are under common control and affiliated with GVC. GVC also refers clients to an unaffiliated registered investment adviser. GVC does not maintain custody of client funds. For custodial accounts, GVC may utilize custodians such as Community National Bank (CNB Custody).

If you purchase a private placement or are an introduced investor, we will not monitor your investment on a regular basis. Moreover, we will not enter into a fiduciary relationship with you. It is important for you to understand that when our RR’s make a recommendation to you, we are obligated to ensure the recommendation is in your best interest, considering reasonably available alternatives, and based on your stated investment objective, risk tolerance, liquidity needs, time horizon, financial needs, tax status, and other financial information you provide us. You may accept or reject any recommendations.   Based upon GVC’s brokerage model and activities the type of alternative investment products and options available through GVC are limited.  It is also your responsibility to monitor your investments, and we encourage you to do so regularly. We do not commit to provide on-going monitoring of any recommended securities.

  Conversation Starters.  Ask your financial professional—

  • Given my financial situation, should I choose a brokerage service?  Why or why not?
  • How will you choose investments to recommend to me?
  • What is your relevant experience, including your licenses, education, and other qualifications?  What do these qualifications mean?

What fees will I pay?

You will not incur traditional brokerage fees from our brokerage services since we are the placement agent for a private offering or private placement.  We will not charge you a fee if you establish a relationship with our Firm as a customer (an investor) in a private placement offered by our Firm on behalf of an Issuer of securities. The Issuer will pay us a transaction‐based fee, most often referred to as a placement agent fee or a commission, every time a private placement transaction is closed. Such a fee is based on a percentage of the funds we raised from you and, if applicable, other investors. GVC typically is paid commission charges from sponsors ranging from 5% to 7%, as outlined in the PPM or similar document provided with each offering.  GVC may also receive fees from sponsors for marketing and due diligence, or managing broker dealer fees if GVC is the managing dealer on an offering.  GVC clients should expect to pay sales charges for mutual fund share classes. You should be aware that whether directly or indirectly, a part of the funds you invest in a private placement may be used by the Issuer to pay some or all of our fee. To further ascertain how your funds will be used by the Issuer you should confirm with the Issuer directly and also refer to the private placement offering documentation you are provided.

You will pay fees and costs whether you make or lose money on your investments.  Fees and costs will reduce any amount of money you make on your investments over time.  Please make sure you understand what fees and costs you are paying.

We must act in your best interest and not place our interests ahead of yours, but you will be charged more when there are more trades in your account, therefore the firm and your account executive have an incentive to encourage you to trade on a frequent basis. 

Conversation Starter.  Ask your financial professional—

  • Help me understand how these fees and costs might affect my investments.  If I give you $10,000 to invest, how much will go to fees and costs, and how much will be invested for me?

What are your legal obligations to me when providing recommendations?  How else does your firm make money and what conflicts of interest do you have?

When we provide you with a recommendation, we have to act in your best interest and not put our interest ahead of yours.  At the same time, the way we make money creates some conflicts with your interests.  You should understand and ask us about these conflicts because they affect the investment advice we provide you.  Prior to investing in any private placement, you should review the PPM and related risk disclosures.  Here are some examples to help you understand what this means:

  • Third-party payments may be based on sales of investment products thus incentivizing us to recommend you buy and sell investments.  Alternatively, these payments may be a percentage of invested assets, thus incentivizing us to recommend you buy and hold investments.
  • Revenue sharing, such as when we or our affiliate receives selling group compensation.
  • Trail Compensation is ongoing compensation from product sponsors typically paid from the assets of an investment product based on an annual percentage of invested assets and varies by product.  We therefore have an incentive to recommend products that pay higher “trails.”
  • Private placements that involve entities or issuers under common ownership with GVC.

Conversation Starter.  Ask your financial professional—

  • How might your conflicts of interest affect me, and how will you address them?

How do your financial professionals make money?

GVC’s RR’s receive cash compensation in the matter of commissions from transactional business and advisory fees based on the assets they manage if they are associated with the Firm’s affiliate investment adviser.  Our RR’s could also get an increased payout based on higher production.  This represents a conflict of interest since the more commissions they generate the more they earn.  Our RR’s do not receive varying compensation based on the type of products they sell although certain products pay ongoing compensation (trailers); therefore, financial professionals are therefore incentivized to recommend products that have higher fees and/or ongoing payments.

Do you or your financial professionals have legal or disciplinary history?

Yes, this information is available at investor.gov/CRS, a free and simple research tool to research GVC and our financial professionals. You’ll find additional information about our financial professionals at brokercheck.finra.org.

Conversation Starter.  Ask your financial professional—

  • As a financial professional, do you have any disciplinary history?  For what type of conduct?
  • Who is my primary contact person?  Is he or she a representative of an investment adviser or a broker-dealer?  Who can I talk to if I have concerns about how this person is treating me?

Additional Information:

For additional information about our services, you may direct your inquiries by e-mail to info@greenvistacapital.com or by telephone at (407) 878-1215.