All persons who register as an 'investor' on this website should read carefully the following warnings before making any investment.
Simple Crowdfunding is a trading name for both
Focus 2020 Limited and Simple Property Ltd.
Focus 2020 Limited (FRN 727214) is authorised and regulated by the
Financial Conduct Authority. Simple
Property Ltd (FRN 747022) is an appointed representative of Share In Ltd (FRN
603332), authorised and regulated by the Financial Conduct Authority.
Simple Crowdfunding does not, expressly or
impliedly, directly or indirectly, guarantee or make any representation or
warranty concerning the completeness, adequacy or accuracy of this risk
disclosures notice. This brief statement does not disclose all of the risks and
other significant aspects of investing. You should, therefore, carefully study
and consider the merits and demerits and take independent professional advice
before becoming involved in investment transactions. You should undertake
transactions only if you 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 resources.
A decision to invest is a personal decision by you
and that no responsibility for the consequences of that decision is accepted by
Simple Crowdfunding or by any of its directors, agents, employees or other
To invest through Simple Crowdfunding you need to
understand the following:
Before opening an account for you, we are required
to make an assessment whether it is appropriate for you, and to warn you, on
the basis of the information you provide to us, whether the services offered by
us are appropriate for you. Any decision whether or not to open an account, and
on whether or not you understand the risks, is yours.
FEES AND CHARGES
Our costs and charges will be provided to you or
set out on our website. Please be aware of all costs and charges that apply to
you or the Fundraisers, because such costs and charges will affect your return
LOSING ALL OF YOUR INVESTMENT Investment, whether in new or existing businesses, carries high risks as
well as the possibility of high rewards. Accordingly each investor
should consider very carefully whether such investments are suitable in the
light of personal circumstances and commitments and the financial resources
available to each Investor. Simple Crowdfunding does not promise any return on
investment nor that the value of any investment be maintained. Engaging in
any investment activity may expose you to a significant risk of losing all
of your investment.
Most of the Fundraising companies that are listed on Simple Crowdfunding
are new companies with a limited track record. These companies will provide
information such as their business plan and financial forecasts. Please
be warned that these documents are not guarantees that the relevant company can
achieve what it is hoping to do. Equally the information provided may
state certain facts and statements, and again please be warned that Simple Crowdfunding
is not responsible for checking the accuracy of these facts and statements
(which may not always prove to be true or complete).
a company you invest in fails, neither the company – nor Simple Crowdfunding –
will pay back your investment.
NEED FOR DIVERSIFICATION - NOT PUTTING YOUR EGGS IN ONE BASKET
Due to the risks noted above, we strongly recommend that investors spread the money they are putting into crowdfunding across a broad range of opportunities. Doing this will reduce the effect of any individual investment under-performing or failing and should therefore reduce your overall risk of financial loss.
The advantages of diversification also apply to the range of investments you choose and where you invest with members of your immediate family - you should only place a proportion of your funds into crowdfunding and, as a family, aim for a broad spread of different investments between you. 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 amount originally invested. Therefore you should only make
investment in unlisted companies or with individuals 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. We will not have any liability
for any legal, investment or tax issues in connection with any investment you
decide to make through our platform or from the information we have provided
ESTABLISHED MARKET - LACK OF LIQUIDITY As an investor you should be aware that no established market exists for
the trading of shares in private companies (which the companies that are listed
on the Simple Crowdfunding platform are), and such shares are not easily
realisable. There may also be a restriction on the ability to sell your shares set out in any Shareholder Agreement effected as part of the fundraise. It must be appreciated that there could be difficulty in selling
such investments at a reasonable price and, in some circumstances, it may
be difficult to sell them at any price. LACK OF DIVIDENDS The companies raising funds on Simple Crowdfunding are early stage
companies, and these companies will rarely pay dividends to their
investors. This means that you may not see a return on your investment until
you are able to sell your shares. Profits
are generally re-invested into the company to fund growth. Companies have no
obligation to pay shareholder dividends. POSSIBILITY OF DILUTION Companies who raise funds through Simple Crowdfunding typically offer Ordinary Shares,
which include pre-emption rights that protect an investor from dilution.
Companies must give shareholders the opportunity to buy additional shares
during a subsequent fundraising round so that they can maintain or preserve
their shareholding. Dilution affects shareholders who do not buy any of the new
shares being issued. As a result an existing shareholder's proportionate
shareholding of the company is reduced, or ‘diluted’. This has can have an effect on a
number of things, including voting, dividends and value of shareholding. PEER TO PEER LENDING SPECIFIC NO
We do not provide any advice related to lending
decisions you make. While Simple Crowdfunding will carry out basic due diligence on the key persons involved with the project and carry out a risk assessment for the purposes of determining the loan price (interest rate) any decisions made to lend must be yours based on your own
assessment of risk associated with the loan you choose.
The Fundraisers listed on our website are private
Businesses. When considering investing, you must take into
account the risks inherent in the transaction.
By lending through Simple Crowdfunding,
your capital is at risk and there is a risk that you may not get back what you
put in. You should not invest more money through the platform than you can
afford to lose without altering your standard of living. Investing through
Simple Crowdfunding is not covered by the Financial Services Compensation
Scheme. Before it is invested or once the proceeds of investments are returned, your money will be held by the money recipient in a client account and subject to separate protections applicable to credit institutions and banks.
Using our website you can make loans
to unlisted companies which may be start-up or newly formed entities in the SME
sector looking for funding to either support their operations or start a new
project or in process of launching new product. With no proven track record, your loan may be at a risk of losing significant value.
Due to nature of the investment, once the loan has commenced and until it is completed, you will be unable to cancel your loan or ask for the return of your capital.
Where you are considering lending to
an unlisted company (whether newly formed or well
established), bear in mind the risk that the Fundraiser may be
unable to meet its repayment obligations.
In the event any form of security is offered to the Investor for the loan (such as a charge on a property or a company debenture), Investors should understand that the value of any security provided may change and there is no guarantee that any secured assets can either be disposed quickly or that when disposed will cover all amounts due. Money which is lent to a Fundraiser may be unsecured. Therefore, in case of failure of the Fundraiser to repay the debt, the Investor will rank equally with all other unsecured creditors.
Loans made to unlisted companies are not readily realisable, unlike investments in listed companies where a readily available secondary market
exists. Therefore before making any lending decisions you should
assess your future financial needs as you may not be able to find an immediate
buyer for your loan.
When lending money to a Fundraiser, neither the Investor nor Simple Crowdfunding will have control over the day to day operations of the Fundraiser.
At the time of lending to any
business or individual, you should review the financial projections prepared by
Fundraiser. We do not provide any advice to Fundraisers and they are solely
responsible for the information provided in documents distributed by us. Where possible Simple Crowdfunding will provide updates on the financial position and project status or other
relevant information related to the Fundraiser’s businesses however this will
be dependent on receiving the same from the Fundraiser. Because unlisted
companies have minimal statutory obligations to publish their
financial information, we cannot guarantee we will be able to update you with
the desired information.
At the time of making any loan you
can review the Investor’s terms and conditions and the Loan Agreement and
associated documents. We urge you to read these terms and conditions carefully
and seek independent legal advice on their meaning and effect. We will not be
liable to you for any failure by the Borrower to honour rights attaching to
A listed company is required to
comply with strict corporate governance and disclosure requirements as
stipulated by the Exchanges 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. We cannot guarantee and
therefore will not be liable to you for any failure to keep you informed of any
Investors should consider whether the Fundraiser’s
application sufficiently describes the various risks and conflicts of interest
relating to the applicant business, the application and Fundraiser’s
operations. Although we will provide guidance to businesses and individuals to
assist them in preparing full and fair disclosure of all risks in their
application, we have no ability to assess whether all such risks have been
accurately described or disclosed and will not have any responsibility for any
failure to do so. Before making any investment or lending decisions, you should
fully assess the risks involved and should query any matters where you feel
inadequate risk disclosures have been made.