DISCLOSURES

Green River Mountain, LLC and its affiliates do not offer tax advice in general, nor do they offer tax advice customized to your particular situation and needs as an investor. Green River Mountain is an alternative investment sponsor dedicated to preserving wealth while fostering a more sustainable future. We provide access to diverse investment opportunities not available in REITs or funds, and charitable donations that align with sustainable practices. Green River Mountain offers alternative investment opportunities with diversification benefits to institutional and accredited private investors through investment banks, registered broker dealers and wealth management firms. It is suggested that investors contact their personal accountant, tax lawyer, or wealth management firm for such custom-tailored advice.

• Green River Mountain transactions are offered exclusively through investment banks that are registered as broker-dealers with the SEC and are members of FINRA and SIPC. Regulatory background on each Managing Broker-Dealer, as well as co-managers or selling group members, may be found at FINRA Broker Check. The broker-dealer with whom you conduct a transaction must provide you with their Customer Relationship Summary (Form CRS), which describes the services offered, summarizes the pricing framework of such services, and discloses potential conflicts of interest in relation to you as an investor.
• Land investments generally are riskier than investments in existing, commercially developed properties, and the prospective income from such investments is speculative.
• This Website does not make any offer of securities. Securities may only be offered when accompanied by a Private Placement Memorandum and Subscription Agreement. The final terms of any offering are contained exclusively in the Subscription Agreement signed by the investor. No cash investment will be accepted directly by Green River Mountain or any issuers for which it serves as sponsor. Rather, all investor funds will be accepted only into a commercial escrow account unique to that offering. Our chosen escrow agent is Wilmington Trust Company, a subsidiary of M&T Bank, which is a publicly traded bank holding company (New York Stock Exchange, stock ticker “MTB”)
• Any offers actually made, via the required apparatus of the Private Placement Memorandum and Subscription Agreement, are subject to change in terms or withdrawal without notice. Investors in such transactions may also request other material documents, including the appraisal, the feasibility study, the land survey.
• Investors in any offering must be verified Accredited Investors, as defined by Regulation D under the Securities Act of 1933. The specific exemption from registration requirements is Section 506(c) or Regulation D. Because Section 506(c) requires verification of Accredited Investor status, by subscribing to such an offering, you are explicitly giving consent to the broker-dealer with whom you are engaging to run background checks and to request documents from you evidencing Accredited Investor status. Any such broker-dealer reserves the right to reject a subscription for any reason without further explanation.
• Private placement offerings of the kind made by issuers sponsored by Green River Mountain do not trade on any exchange and are not likely ever to do so. Thus, these investments are not suitable for those who might need immediate liquidity for their invested funds.
• In recent years, the IRS has required all investors in syndicated transactions, where a conservation easement is among the options that may be chosen by investors, to make special report of their investment in their annual tax return via IRS Form 8886, “Reportable Transaction Disclosure Statement.” However, the U.S. Tax Court recently voided the enabling regulation, Notice 2010-17, which required such filing of Form 8886. The IRS now faces a decision about how to respond to the U.S. Tax Court Decision (Green Valley Investors v. Commissioner of Internal Revenue, US Tax Court, No. 17379-19; decided Nov 9, 2022). The IRS could appeal the decision in federal courts, it could seek to bring its practices into conformity with the Administrative Procedure Act, it could seek enabling legislation in Congress, or it could do nothing (the result in this case being that the regime of Notice 2010-17 would not return).

• Investors in a syndicated conservation easement transactions face the risk that the issuer of the transaction will face IRS audit. We expect the rate of audit of such issuers will approach 100%. Audit risks include partial or full disallowance of tax deductions and/or tax penalties.