RISK DISCLOSURES NOTICE

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RISK DISCLOSURES NOTICE

 

VentureFin SPC, a segregated portfolio company registered in the Cayman Islands, having its registered address at 190 Elgin Avenue, George Town, Grand Cayman KY1-9005, Cayman Islands (“VentureFin”, “us” or “we”) does not, expressly or impliedly, directly or indirectly, guarantee or make any representation or warranty concerning the completeness, adequacy or accuracy of this risk disclosure.  This brief statement does not disclose all of the risks and other significant aspects of investing in or lending to businesses.  You should, therefore, carefully study and consider the merits and risks of such transactions and seek independent professional advice before becoming involved in investing or lending transactions.  In light of the risks involved, you should undertake transactions only if you fully understand the nature of the contractual relationship into which you are entering and the extent of your exposure to risk, keeping in mind your financial situation.

 

Appropriateness

 

Before opening an account for you, we shall make an assessment of your financial condition and on the basis of the information you provide to us, notify you whether the services offered by us are appropriate for you.  The final decision regarding whether or not to open an account or whether or not you understand the risks involved, is yours.

 

No Advice

 

We do not provide any advice related to investments or lending decisions you make. Sometimes we do provide factual market information and information about transaction procedures, potential risks involved and how those risks may be minimized, but any decisions to invest or lend shall be made in your sole discretion based on your own assessment of the risks associated with the product you choose.

 

Costs and Charges

 

Our costs and charges will be provided to you prior to initiating any transactions.  Please be aware of all costs and charges that apply to your transaction, because such costs and charges may affect your returns.

 

Risk Disclosures

 

Investing in start-up and early stage businesses can be very rewarding, but investing in those businesses involves a number of risks.

 

The Entrepreneurs listed on our Site are private companies.  When considering investing in private companies, you must take into account the risks inherent in such transactions.

 

Using our Site you can make equity investments to unlisted companies which will be mainly start-up or newly formed entities looking for funding to either support their operations or start a new project or in process of launching new product.  Keeping in mind the profile of such companies which are unable to demonstrate a substantial financial history or track record, your entire investment may be at risk.

 

Due to nature of investment in equity, the Investor will be unable to cancel his investment or ask for the return of capital.

 

Where you may be considering lending to an unlisted company, bear in mind the risk that the borrowing Entrepreneur may be unable to meet its repayment obligations.

 

Money which is lent to a borrowing Entrepreneur may be unsecured.  Therefore, in case of failure of the borrowing Entrepreneur to repay debt, the Investor will rank equally with all other unsecured creditors.  In the event any form of security is offered to the Investor for the loan, lending Investors should take sensible steps to verify the enforceability of the security and to determine for themselves whether it provides adequate security, obtaining independent legal advice.

 

Investments made in, or loans made to, unlisted companies are not readily realizable like other liquid investments in listed companies where a secondary market exists for both debt and equity.  Therefore before making any investment or lending decisions you should assess your future financial needs as you may not be able to find a buyer for your equity stake or debt instrument in unlisted companies.

 

Whether investing in equity or lending money to the borrowing Entrepreneur, the Investor will have no control over the day to day operations of such borrowing Entrepreneur.

 

At the time of making an investment or lending to borrowing Entrepreneurs you should review the business and financial projections prepared by the borrowing Entrepreneur for raising capital or debt.  We do not provide any advice to Entrepreneurs and they are solely responsible for the information provided through our Site.  We endeavor to provide regular updates on financial position and project status or other relevant information related to Entrepreneurs however this will be dependent on receiving such information from the Entrepreneur.

 

Because unlisted companies may have minimal statutory obligations to publish their financial information, we may not be able to update our Site with the desired information or accept any liability for the failure to publish such information.

 

Before making investments you may review the terms, conditions and rights attached to your investment.  We urge you to read the Terms and Conditions published on the Site carefully and seek independent legal advice regarding their potential consequences.  In the majority of cases, the equity being offered by Entrepreneurs will not reach the threshold required to allow such equity to influence any decisions or corporate actions taken by the Entrepreneurs.  As a minority (indirect) equity holder you will not have veto rights or anti-dilution rights and even if you are offered such rights, there is no guarantee that these rights are legally enforceable or that you will have any recourse against the Entrepreneur in the event that any of those rights are breached or ignored.  VentureFin shall not be liable to you for any failure by the Entrepreneur to honor rights attaching to shares and any enforcement of such rights shall be your sole responsibility.

 

A listed company is required to comply with strict corporate governance and disclosure requirements as stipulated by the exchange commissions or authorities on which their securities are listed or other regulations.  However, in the case of an unlisted company, there are no statutory requirements to make any disclosure in case of any change in control or significant change in operational activities.  Although we will urge all Entrepreneurs to provide us any information related to major changes in shareholders or other significant events, we cannot guarantee the same and therefore shall not be liable to you for any failure to keep you informed of any such matters.

 

Investors should consider whether the Entrepreneur sufficiently describes the various risks and conflicts of interest relating to the Entrepreneur’s business and its operations. We have no ability to assess whether all such risks have been accurately disclosed and shall not be liable in any way to any party for failure to do so.  Before making any investment or lending decisions, you are advised to fully assess the risks involved and to probe further regarding any matters where you feel inadequate risk disclosures have been made.

 

Risk Warning

 

Prospective Investors should note that past performance should not be seen as an indication of future performance.  The value of an investment and the income from it can fall as well as rise and Investors may not get back the entire amount originally invested.  Therefore you should only make investments in unlisted companies which you can afford to lose without having any significant impact on your overall financial position or commitments.  Taxation levels, bases and reliefs may change if the law changes and independent advice should be sought.  VentureFin shall accept no liability for any legal, regulatory, investment or tax issues in connection with any investment you decide to make through our Site.

 

Guarantee

 

VentureFin accepts total responsibility in ensuring the safety and security of Investor funds during the transfer process to VentureFin accounts as well as in releasing such funds to the applicable Entrepreneur.