The investment sector is highly regulated and many of the activities may fall into a regulated activity, depending on a various set of factual circumstances. We highly encourage you to seek independent legal advice on this topic.
The below only intends to provide guidelines as to whom you can share your deal to avoid having to publish a prospectus and/or having your communication approved by an authorized person.
You should nonetheless seek to verify whether your activity falls into a regulated activity or not, and the associated licensing requirement. Roundtable does not provide any regulatory umbrella in this regard.
With whom can I share my deal opportunity?
For potential investors located in the European Union
Under the EU Prospectus Regulation, you can share your deal opportunity with up to 149 non-qualified investors per EU Member State without having to publish a prospectus.
It’s important to remember that what matters is the number of people that you share the deal with, not the number of people who end up investing!
Please note that when doing a deal with Roundtable, you must not exceed the above-limit.
For potential investors located in the UK
By sharing your deal opportunity to “qualified” investors in the UK, you don’t need to publish a prospectus and/or to have your communication approved by an authorized person in the UK. Roundtable accepts two types of “qualified” potential investors in the UK, i.e. :
Self-certified Sophisticated investors - An individual who has either
(i) worked in a professional capacity in the private equity sector, or in the provision of finance for SMEs, in the last two years, or
(ii) been a director of a company with an annual turnover of at least £1 million in the last two years, or
(iii) made two or more investments in an unlisted company in the last two years, or
(iv) been a member of a network or syndicate of business angels for more than six months, and is still a member.
High Net Worth Individuals - An individual who, in the last financial year, either
(i) earned £100,000 or more, or
(ii) had net assets of £250,000 or more (not counting pension or home equity).
You are not allowed to share your deal with investors in the UK whom you believe do not fall into one of these categories. Upon connecting on Roundtable, investors in the UK will be prompted to self-qualify before being able to access the deal page.
For investors located outside the UK and the EU
Roundtable has not sought to verify the marketing/promotion rules outside of the UK and the EU. If you wish to share your deal with investors outside these jurisdictions, you should first ensure that your communication will not infringe on any local rule.