Disclosures
Centurion Counsel Website Disclosure
This site is only intended for clients and interested investors residing in states and countries in which Centurion Counsel, Inc. is qualified to conduct investment advisory services.
Centurion Counsel, Inc. is an SEC registered investment advisor located in San Marcos , California . Centurion Counsel, Inc. may only transact business in those states or countries in which it is registered, or qualifies for an exemption or exclusion from registration requirements. For non-clients of the firm, Centurion Counsel, Inc.'s web site is limited to the dissemination of general information pertaining to its investment advisory services.
Please contact Centurion Counsel, Inc. at 760-471-8536 to find out if we may conduct advisory business in the state or country where you reside. Accordingly, Centurion Counsel, Inc. does not, and will not, effect or attempt to effect transactions in securities, or the rendering of personalized investment advice for compensation, through this website. Any subsequent, direct communication with a prospective client shall be conducted by a Centurion Counsel, Inc. representative who is either registered or qualifies for an exemption or exclusion from registration in the state or country where the prospective client resides.
Centurion Counsel BCP Website Disclosure
Centurion Counsel, Inc. has created and implemented a business continuity plan. The purpose of this plan is to allow us to maintain critical business operations and recover from a significant business disruption.
Our plan is executed by way of the following:
- A Business Continuity Plan written, implanted and tested by the principals of Centurion Counsel, Inc.
- An effective process for notifying our clients, vendors, employees and strategic partners about our plan and its implementation.
- Using redundant systems, processing and storage.
- Implementation of a notification plan to ensure that Centurion Counsel, Inc. employees receive emergency notifications from a variety of sources. This notification may be by way of telephone contact, in-office announcements and/or the internet.
Our Business Continuity Plan is designed to be a comprehensive plan of action, covering a wide variety of possible scenarios. We cannot predict the future and therefore we cannot guarantee that, despite our best efforts, all systems will be available in the event of a truly catastrophic emergency. In the event of an emergency, our stated goals are to:
- Allow our customers continued access to the markets.
- The protection of private customer information.
- A quick and full recovery.
If you have further questions regarding our business continuity plans, please contact Centurion Counsel, Inc. at 760-471-8536.
Centurion Counsel Website Links Disclosure
At certain places on our website we offer direct access or 'links' to other internet websites. These sites contain information that has been created, published, maintained or otherwise posted by institutions or organizations independent of Centurion Counsel, Inc. Therefore, Centurion Counsel, Inc. does not endorse, approve, certify or control these websites and does not assume responsibility for the accuracy, completeness or timeliness of the information located there. Visitors to these websites should not use or rely on the information contained therein until consulting with an independent finance professional. Centurion Counsel, Inc. does not necessarily endorse or recommend any commercial product or service described at these websites.
Centurion Counsel Privacy Policy
Privacy is of utmost importance to Centurion Counsel. We are concerned about all aspects of privacy for you our client, on and off our Web site. We employ the best available security tools. No information is sold or traded, so all data from third-party sources remains confidential.
This privacy statement is provided to answer questions you may have regarding Centurion Counsel privacy policies.
How Centurion Counsel Uses Information Collected
The Centurion Counsel Web site does not currently collect highly sensitive personal information, such as credit data and income figures. However, we do ask for information when opening an account such as current income along with net worth, place of employment, bank account information and more, to help determine your investment experience and investment suitability. This information is used solely to verify your qualifications to invest as required by the NASD. We will not sell or otherwise exchange information about you with non-Centurion Counsel affiliated entities except with Bear Stearns Securities Corp.
Centurion Counsel's Relationship with Bear Stearns Securities Corp.
Bear Stearns Securities Corp. acts as a Custodian for Centurion Counsel on behalf of its clients. Bear Stearns Securities Corp. uses this information for the same reason as Centurion Counsel as required by the NASD to open the account as the Custodian. No information is sold or traded by Bear Stearns Securities Corp.
Personal Privacy
Centurion Counsel has chosen not to use "cookies" to identify and track your visits to our Web site.
Surveys
We may conduct occasional online surveys. For example, when you're within our Web site, you may see a pop-up window offering you the optional opportunity of participating in a survey. These surveys are entirely voluntary and you may easily decline to participate.
Changes to the Centurion Counsel Privacy Policy
Any Centurion Counsel privacy policy changes will be communicated through our Web site. Information collected before changes are made will be subject to the prior stated privacy standards.
Comments and Questions
If you have any questions, comments or concerns about our Privacy Policy, you may contact us at info@centurioncounsel.com.
Centurion Counsel Company Proxy Voting Procedures
The Board of Directors of Centurion Counsel have delegated the responsibility for decisions regarding voting securities held by each fund to the fund's investment advisor, Centurion Counsel. Centurion Counsel will vote such proxies pursuant to its Proxy Voting Procedures (the "Procedures").
The Procedures contain a general guideline that recommendations of company management on an issue (particularly routine issues) should be given a fair amount of weight in determining how proxy issues should be voted. However, Centurion Counsel will normally vote against management's position when it runs counter to the specific Proxy Voting Guidelines (the "Guidelines"), and Centurion will also vote against management's recommendations when it believes that such a position is not in the best interests of the Fund(s).
As stated above, the Procedures also list specific Guidelines on how to vote proxies on behalf of the fund:
1. Auditors
A Company should limit its relationship with its auditors to the audit engagement and certain closely related activities that do not, in the aggregate, raise an appearance of impaired independence. We will vote for proposals to ratify auditors, unless any of the following apply:
• An auditor has a financial interest in or association with the company, and is therefore not independent;
• It is not clear that the auditors will be able to fulfill their function;
• Fees for non-audit services are excessive; or
• There is reason to believe the independent auditors have rendered an opinion that is neither accurate nor indicative of the company's financial position.
2. Board of Directors
Votes for election of Directors must be evaluated on a case-by-case basis, considering the following factors:
• Long-term financial performance of the company relative to its industry;
• Independence of the board and key board committees;
• Managements track record;
• Attendance at board meetings;
• Corporate governance and takeover provisions;
• We will generally oppose all proposals to classify the board;
• We will generally vote for all proposals to repeal classified boards and to elect all directors annually;
• In the event of a contested election, evaluation of what each side is offering shareholders as well as the likelihood that the proposed objectives and goals can be met; and
• Background to the proxy contest.
3. Compensation Programs
Votes with respect to compensation plans should be determined on a case-by-case basis. Plans should not substantially dilute shareholders ownership interests in the company.
- We will generally vote against equity-based plans where the total dilution is excessive;
- We will vote against plans that allow companies the ability to re-price underwater options without shareholder approval.
- We will vote against plans that issue options with an exercise price below the stocks current market price, or plans that have the ability to issue reload options.
- We will generally support the use of employee stock purchase plans provided that shares purchased under the plan are acquired for no less than 85% of their market value.
4. Shareholder Proposals
Shareholder proposals can be complex and are often of dubious value. We will review shareholder proposals on a case-by-case basis, giving consideration to such factors as the proposals impact on the company's short-term and long-term share value, the company's overall corporate governance and the reasonableness of the proposal.
• We will vote for shareholder proposals asking that a majority or more of the directors be independent.
• We will vote on a case-by-case basis regarding shareholder proposals requiring that the positions of chairman and CEO be held separately.
• We will generally oppose shareholder social and environmental proposals that are of dubious value.
• We will generally vote for shareholder proposals asking that the board audit, compensation and/or nominating committees be composed exclusively of independent directors.
• We will generally vote for proposals to lower barriers to shareholder action.
• We will generally vote for proposals to allow cumulative voting.
• We will generally vote for shareholder proposals that require a company to submit its poison pill for shareholder ratification.
5. Other
• We will vote against any proposal where the proxy materials lack sufficient information upon which to make an informed decision.
• We will generally vote against any proposal to create a new class of common stock with superior voting rights.
• We will vote any matters not specifically covered by these proxy policies and procedures in the economic best interest of Fund and advisory clients.
Centurion Counsel's proxy policies, and the procedure noted below, may be amended from time to time.
