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William K. Lang. Downriver Capital Management, LLC

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Item 1- Cover Page

William K. Lang

Downriver Capital Management, LLC

1310 N. Maple, Spokane WA 99201

(509) 324-7869

April 1, 2011

This Brochure Supplement provides information about William K. Lang that supplements the Downriver Capital Management Brochure. You should have received a copy of that Brochure. Please contact Sharon Smith at the phone number listed above, if you did not receive Downriver’s Brochure or if you have any questions about the contents of this supplement.

Additional information about Downriver Capital Management, LLC is available on the SEC’s website at www.adviserinfo.sec.gov.

Item 2- Educational Background and Business Experience

Education and Business Background. William K. Lang

Born: 1974

Education after High School:

2003 Chartered Financial Analyst Designation

1997 Bachelor of Business Administration degree from Gonzaga University

1993 – 1994 Fairfield University, Fairfield, CT

Business Background:

2010 to Present Downriver Capital Management, LLC, Spokane, WA

Founder, Portfolio Manager

2001 to 2008 Signia Capital Management, LLC, Spokane, WA;

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1996 to 2000 ICM Asset Management, Inc., Spokane, WA; Equity Research Analyst

Item 3- Disciplinary Information

Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of each supervised person providing investment advice. No information is applicable to this Item.

Item 4- Other Business Activities

No information is applicable to this Item.

Item 5- Additional Compensation

No information is applicable to this Item.

Item 6 - Supervision

All IAR’s are supervised by Downriver Capital Management’s Compliance Department. Chuck Potter is the firm Chief Compliance Officer and is responsible for supervising all IAR’s personal transactions and general compliance with Downriver’s internal policies and procedures. Downriver has an internal Policies & Procedures Handbook that is available upon request.

Chuck Potter, Chief Compliance Office can be reached at (509) 324-7869.

Item 7- Requirements for State-Registered Advisers

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Item 1- Cover Page

Charles J. Potter

Downriver Capital Management, LLC

1310 N. Maple, Spokane WA 99201

(509) 324-7869

April 1, 2011

This Brochure Supplement provides information about Charles Potter that supplements the Downriver Capital Management Brochure. You should have received a copy of that Brochure. Please contact Sharon Smith at the phone number listed above, if you did not receive Downriver’s Brochure or if you have any questions about the contents of this supplement.

Additional information about Downriver Capital Management, LLC is available on the SEC’s website at www.adviserinfo.sec.gov.

Item 2- Educational Background and Business Experience

Education and Business Background. Charles J. Potter

Born: 1954

Formal Education After High School: Inland Empire School of the Bible, 1977 Spokane Falls Community College, 1978

Business Background for the Preceding Five Years:

2010 to Present Downriver Capital Mgmt., LLC.

Owner/Investment Advisor Representative

2010 to Present Simple Wealth, LLC.

Owner/Investment Advisor Representative

2007 to Present Securities Service Network, Inc.

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2007 to Present SSN Advisory, Inc.

Investment Advisor Representative

2007 to Present Jordan-Potter, LLC.

Owner

2004 to Present Simple Leadership

Founder

1979 to Present Investment Dynamics, Inc.

Owner/President

2006 to 2007 Geneos Wealth Management, Inc.

OSJ/Registered Representative/Investment Advisor Rep

1998 to 2006 Securities America, Inc.

Registered Representative

2000 to 2006 Securities America Advisor, Inc.

Investment Advisor Representative

Item 3- Disciplinary Information

Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of each supervised person providing investment advice. No information is applicable to this Item.

Item 4- Other Business Activities

Charles Potter is actively engaged in other business activities. These activities may present a conflict of interest and may incentive Mr. Potter to recommend products based on the compensation received, rather than on your needs. You are not obligated to use Mr. Potter for any of these products or services. Downriver tries to address these conflicts via training and compliance with our Internal Policies & Procedures Handbook.

Mr. Potter is a registered representative (RR) of Securities Services Network, Inc. (SSN). As a RR, Mr. Potter may:

• May recommend a purchase or sale that generates commission

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Mr. Potter is licensed and registered as an insurance agent. Mr. Potter receives

compensation in the form of commissions when he sells insurance products. You are not obligated to use Mr. Potter for your insurance needs.

Mr. Potter owns a portion of Downriver Capital Management, LLC. He also has partial ownership of Simple Wealth, LLC. Downriver compensates Simple Wealth, LLC for

performing administrative and back office functions on its behalf. Downriver will not place securities transactions through any related person or a related broker-dealer.

Mr. Potter is an Investment Advisory Representative with Securities Service Network Advisory, Inc. (SSNAI), an SEC registered investment advisory firm. In that capacity Mr. Potter charges fees for financial planning, money management and refers retail clients to third party money managers. Activities under the contractual relationship with SSNAI are supervised by SSNAI. Downriver Capital Management and SSNAI are separate and are not affiliated in ownership, custody of assets, supervision or reporting.

Item 5- Additional Compensation

Charles Potter may receive administrative, investment advisory or other fees for providing support services, administrative support and/or client referrals to other investment advisory firms. If applicable, these arrangements are fully disclosed to you.

Item 6 - Supervision

All IAR’s are supervised by Downriver Capital Management’s Compliance Department. Chuck Potter is the firm Chief Compliance Officer and is responsible for supervising all IAR’s personal transactions and general compliance with Downriver’s internal policies and procedures. Downriver has an internal Policies & Procedures Handbook that is available upon request.

Item 7- Requirements for State-Registered Advisers

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Item 1- Cover Page

Joshua J. Potter

Downriver Capital Management, LLC

1310 N. Maple, Spokane WA 99201

(509) 324-7869

April 1, 2011

This Brochure Supplement provides information about Joshua Potter that supplements the Downriver Capital Management Brochure. You should have received a copy of that Brochure. Please contact Sharon Smith at the phone number listed above, if you did not receive Downriver’s Brochure or if you have any questions about the contents of this supplement.

Additional information about Downriver Capital Management, LLC is available on the SEC’s website at www.adviserinfo.sec.gov.

Item 2- Educational Background and Business Experience

Education and Business Background. Joshua J. Potter

Born: 1975

Education after High School:

No Formal Post High School Education Business Background:

2010 to Present Downriver Capital Management

Owner/Investment Advisor Representative

2007 to Present Simple Wealth, LLC

Owner/Investment Advisor Representative

2007 to Present Securities Service Network, Inc.

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2007 to Present SSN Advisory Investment Advisor

1998 to 2006 Securities America, Inc.

Registered Representative

2006 to 2007 Geneos Wealth Management, Inc.

Registered Representative/ Investment Advisor Representative

2000 to 2006 Securities America Advisors, Inc.

Investment Advisor Representative

Item 3- Disciplinary Information

Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of each supervised person providing investment advice. No information is applicable to this Item.

Item 4- Other Business Activities

Joshua Potter is actively engaged in other business activities. These activities may present a conflict of interest and may incentive Mr. Potter to recommend products based on the compensation received, rather than on your needs. You are not obligated to use Mr. Potter for any of these products or services. Downriver tries to address these conflicts via training and compliance with our Internal Policies & Procedures Handbook.

Mr. Potter is a registered representative (RR) of Securities Services Network, Inc. (SSN). As a RR, Mr. Potter may:

• May recommend a purchase or sale that generates commission

• May receive 12b-1 fees and/or trail commissions from investment companies in connection with the placement of your funds into investment company securities. Mr. Potter’s activities as a Registered Representative of SSN are separate from activities of Downriver. SSN and Downriver are not affiliated.

Mr. Potter is licensed and registered as an insurance agent. Mr. Potter receives

compensation in the form of commissions when he sells insurance products. You are not obligated to use Mr. Potter for your insurance needs.

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performing administrative and back office functions on its behalf. Downriver will not place securities transactions through any related person or a related broker-dealer.

Mr. Potter is an Investment Advisory Representative with Securities Service Network Advisory, Inc. (SSNAI), an SEC registered investment advisory firm. In that capacity Mr. Potter charges fees for financial planning, money management and refers retail clients to third party money managers. Activities under the contractual relationship with SSNAI are supervised by SSNAI. Downriver Capital Management and SSNAI are separate and are not affiliated in ownership, custody of assets, supervision or reporting.

Item 5- Additional Compensation

Joshua Potter may receive administrative, investment advisory or other fees for providing support services, administrative support and/or client referrals to other investment advisory firms. If applicable, these arrangements are fully disclosed to you.

Item 6 - Supervision

All IAR’s are supervised by Downriver Capital Management’s Compliance Department. Chuck Potter is the firm Chief Compliance Officer and is responsible for supervising all IAR’s personal transactions and general compliance with Downriver’s internal policies and procedures. Downriver has an internal Policies & Procedures Handbook that is available upon request.

Chuck Potter, Chief Compliance Office can be reached at (509) 324-7869.

Item 7- Requirements for State-Registered Advisers

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