By using our Services and Platform, you acknowledge and agree to our Terms & Conditions, Privacy Policy, Risk Disclaimer, Sustainable Finance and Investor Accreditation terms and statements. Your continued use of our Services and Platform after we revise these Terms means you accept any changes we make, please check back periodically this page for updates.
General Notice
Please note that the investment schemes mentioned are not subject to the supervision of the CSSF, European Regulators or the FINMA, may not be distributed to non-qualified investors, and that investors, therefore do not benefit from the protection offered to retail investors.
Only Professional Accredited Investors can participate in investment opportunities provided via this Platform, ie: Institutional Investors, VC/CVC Funds, Family Offices or Angel Investors meeting the MiFID II accreditation or the accreditation laws in their country of residence.
Additionally, all Investors must comply with KYC-KYB Anti-Money Laundering (AML) requirements at onboarding including proof of Identity and Residence. Additional documents may be requested on a case-by-case basis.
Accreditation for European Investors:
In Europe, an Accredited Investors is a person or entity meeting specific financial criteria, allowing them to access investment opportunities not available to the general public. In the exception mentioned in Article 1(4)(a) of the Prospectus Regulation, a 'qualified investor' refers to a person or entity listed in points (1) to (4) of Section I of Annex II to MiFID II. This includes those treated as professional clients upon request or recognized as eligible counterparties unless they've chosen to be treated as non-professional clients.
Qualified investors encompass:
- Entities required to be authorized or regulated to operate in financial markets, including:
- Banks
- Investment firms
- Insurance companies
- Pension funds
- Other financial institutions regulated by EU or national law
- National and regional governments, central banks, and international organizations like the World Bank.
- Other institutional investors primarily involved in financial instrument investments, including securitization entities.
Certain entities from the list, such as investment firms and banks, are considered eligible counterparties. Individuals or entities meeting at least two of the following criteria can be treated as professionals upon request:
- Regularly conducting significant transactions in the market.
- Having a financial portfolio exceeding €500,000.
- Having worked in the financial sector for at least a year in a role requiring knowledge of financial transactions.
Entities not falling into these categories are considered under a broader definition of qualified investors."
Accreditation for Swiss Investors:
Under Swiss laws like the Financial Services Act (FinSA), a 'professional investor' refers to certain people or organizations that meet the following criteria :
- Regulated Financial Intermediaries:
- Banks
- Securities firms
- Fund management companies
- Asset managers of investment schemes
- Central banks
- Regulated Insurance Institutions:
- Insurance companies
- Public Entities and Retirement Institutions:
- Governments (national and regional)
- Public entities like government departments
- Pension funds and similar retirement institutions
- Companies managing their finances professionally
- Companies with Professional Treasuries:
- Large corporations managing their finances like financial experts
Individuals or entities can also be considered professionals if:
- High-net-worth individuals agree in writing that they understand investment risks after assessment by a financial expert.
- They have a written agreement with a financial expert categorizing them as professional based on their financial knowledge and experience.
Opt-out and Exclusions for Swiss Investors:
- Professional clients can choose to be treated as private clients for more protection.
- Even if they qualify, institutions can opt-out to get non-professional client protections.
This system helps simplify financial services by recognizing different levels of investment knowledge. Regulated intermediaries, insurers, and big corporations are seen as having enough expertise for certain investments. Others can qualify if they show they manage investments professionally."
Accreditation for United-States Investors:
An Accredited Investors is a person or entity meeting specific financial criteria, allowing them to access investment opportunities not available to the general public. It is defined by the U.S. Securities and Exchange Commission (SEC) primarily under Regulation D of the Securities Act of 1933 :
- Individuals: Must have a net worth of over $1 million (excluding the primary residence) or have earned income exceeding $200,000 ($300,000 jointly with a spouse) for the past two years with a reasonable expectation of maintaining that income.
- Entities: Trusts, partnerships, corporations, or other entities with over $5 million in assets or all equity owners who are accredited individuals.
- Alternative Asset Managers: Can also invest in private placements, hedge funds, private equity funds, venture capital, and other high-risk or complex financial products that are not registered with the SEC.
- Assumption of Risk: Accredited Investors are presumed to have the financial sophistication and capacity to understand the risks associated with these investment opportunities, thereby receiving fewer regulatory protections.
Accreditation for other Jurisdictions
For jurisdictions not detailed here, investors must refer to the investment accreditation laws of their local jurisdiction. Each country or region may have its own specific criteria and regulations governing who qualifies as an accredited or professional investor. It is essential for investors to understand and comply with these local requirements to ensure eligibility for certain investment opportunities and to adhere to regulatory standards.
For more information, contact us at camille.bossel@kapital.inc
