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CAPITALISED.COM - Registered Members Only (Free Registration) This investment opportunities bulletin board is only available to registered members/potential investors that have acknowledged all terms and conditions! - Please click on the small 'Register' button below to continue!
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| CAPITALISED.COM - Registered Members Only (Free Registration) - Registration Agreement Terms |
Eligible Investors – Accredited, Sophisticated, Professional or Exempt Investors
It is important to consider whether your local corporate or securities laws require companies seeking investment to have lodged a prospectus, an offer information statement or any other type of disclosure document, or if not, are you required to be a sophisticated, professional or an accredited investor to particpate in any investment offer
In many cases there are exemptions to some of these laws in the form of exempt offers, off-shore investment offers or even class order relief such as the ASIC Class Order 02/273 that Capitalised.com utilizes under the Corporations Act 2001 in countries like Australia that require informational warnings to be in place as listed below
In some instances it might be illegal for you to invest in a foreign entity unless you are certified as a cerrtified as a sophisticated, professional or an accredited investors, or, it might be illegal for you to invest in a foreign entity unless the entity is listed on an approved foreign stock exchange, or, if the entity has lodged a disclosure document in the country that the investor originates from, or, it might be illegal for you to invest in a foreign entity unless the enity has a wholly owned subsidiary established within the country that they are seeking investment in and the wholly owned subsidiary would still be bound by any relevant corporations or securities law within the country that the wholly owned subsidiary is domiciled
I/We understand that the extent of the involvement of Capitalised.com simply relates to offering a matching site for Companies seeking capital to be introduced to registered potential investors as an initial introduction only, and that any information provided via Capitalised.com does not remove the obligation of any entity seeking investment to comply with all laws in doing so
I/We understand that Capitalised.com is not a licensed financial advisory company and does not offer any legal or financial advice whatsoever
I/We shall indemnify and hold Capitalised.com harmless against any action claim or demand howsoever arising from non compliance with any corporations or securities law breach relating to either the entity seeking investment or as a result of any investment or funding transaction ultimately occurring
In Agreeing to become a registered member/potential investor on this site, I/We confirm that I/We are certified as either an Accredited, Sophisticated or Professional Investor otherwise exempt under the laws of our country of origin
No legal or financial advice implied - Always seek professional advice in concert with any information provided through this site.
USA Investors Investing in USA Companies - Accredited Investors Only
The federal securities laws define the term "Accredited Investor" in Rule 501 of Regulation D (SEC) as
1. A bank, insurance company, registered investment company, business Development Company, or small business investment company
2. An employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million
3. A charitable organization, corporation, or partnership with assets exceeding $5 million
A director, executive officer, or general partner of the company selling the securities
5. A business in which all the equity owners are accredited investors
6. A natural person who has individual net worth, or joint net worth with the person’s spouse, that exceeds $1 million at the time of the purchase
7. A natural person with income exceeding $200,000 in each of the two most recent years or joint income with a spouse exceeding $300,000 for those years and a reasonable expectation of the same income level in the current year, or
8. A trust with assets in excess of $5 million, not formed to acquire the securities offered, whose purchases a sophisticated person makes.
Australian Companies Seeking Investment - Sophisticated Investors, Professional Investors, ASIC Class Order 02/273 Exempt Offers, or Eligible International Investors.
1.) International Investors (Outside Australia) -International Investors may make investments into Australian companies at there own discretion
2.) Investors within Australia however must comply with the following: For Sophisticated Investors - Section 708 (8) of the Corporations Act 2001- Sophisticated Investors need to be certified by a qualified accountant as having $2.5 Million dollars AUD in net assets, or an annual gross income of $250,000 AUD for the past two years. Certification required!
Or - For Professional Investors - Section 708 (11) of the Corporations Act 2001 - Professional Investors need to be certified by a qualified accountant as being a professional body with at least $10,000,000 AUD under Management. Certification required!
Australia - Exempt Offerings – Subject to the ASIC Class Order 02/273
Any other offering via an Australian company within Australia utilizing Capitalised.com as an investor introduction and matching service under the ASIC Class Order 02/273 are still bound by other parts of the Corporations Act 2001 unless exempt by the ASIC Class Order 02/273
Under the ASIC Class Order 02/273 any potential investors must acknowledge the following warnings ASIC warnings
Investing in new business carries high risk and is speculative
Information listed herein is not intended to be the only information on which you make your investment decisions for the purpose of subscribing for or buying securities
Any Information Memorandums provided by a Company seeking investment or debt funding is not a substitute for a prospectus or any other notice required under the Corporations Act 2001 (Australia) or any other relevant law
Other than dealings with “Off Shore, Sophisticated or Professional Investors” all fund raising procedures are subject to the ASIC Class Order [CO 02/273]
You should make further inquiries to make sure you get all the information you need to decide whether or not to invest. This may include getting further information such as accounts, business plans, information about ownership of intellectual property, or expert opinions including valuations, auditor’s reports and checking information which has already been provided to you before you decide to invest in an opportunity by subscribing to or investing in securities
You are strongly advised to take appropriate professional advice
There is no established market for the restricted unquoted securities in this company and a 10 day cooling off period applies to any application forms or contractual agreements
The information provided has been prepared by, or on behalf of, the business seeking capital. ASIC has not reviewed or vetted this information to ascertain whether it is reliable, accurate or complete
The provider of this material has not necessarily reviewed or vetted the material
Having no formal market, ordinary shares in these Companies can only be sold or transferred by private treaty via the Company’s share register. This may be done at any time subject to any restrictions in the Corporations Act 2001 and will have effect upon registration as provided in the Company’s constitution
The provider of this information implies no guarantees or warranties.
New Zealand Companies Seeking Investment from N.Z. investors
Individuals who are certified as being High Net Worth Individuals, or Sophisticated Investors as defined by the Financial Services & Markets Act 2000, or are non-NZ residents (in which case they must act in conformity with any relevant laws in their country of residence).
Singapore
Investors must be certified as a "High Net Worth Individual", "Accredited Investor", or "Sophisticated Investor" under Singaporean Securities Law.
Austria
Investors must be certified as "Accredited Investors" under the relevant Austrian Securities Law.
Canada
Sophisticated investors investing in exempt distributions vary from province to province, rule 45-501 issued by the OSC (Ontario Securities Commission) can be referenced as an effective guideline to determine who meets the criteria.
United Kingdom - U.K.
Private High Net Worth Investors or Sophisticated Investors. Private investors are assumed to possess a certificate of "High Net Worth" or "Sophistication" as set in articles 48 and 50 of the Financial Services and Market Act 2000 (Financial Promotions) Order 2001
Other Countries
In general, similar qualifications are required in many other countries, requiring potential investors to be Investors must be certified as a "High Net Worth Individual", "Accredited Investor", or "Sophisticated Investor". And you should seek appropriate legal advice in relation to your obligations within your country of origin or within any country that you are seeking potential investors from
No legal or financial advice implied - Always seek professional advice in concert with any information provided through this site
By clicking the I AGREE TO THEESE TERMS link below, you agree to be bound by these conditions and confirm that you have also read and understood our privacy policy which is available at http://www.capitalised.com/privacy.htm .
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