Restricted Investor

You will be classified as a Restricted Investor if you confirm that you will not in the next 12 months (and have not in the previous 12 months) invested more than 10% of your net assets in investments which are “non-readily realisable securities”.
In plain English…

1. “non-readily realisable securities” include stocks, bonds, and shares in companies which cannot easily be sold. These include shares and bonds in private companies and in public companies that are not traded on the Main Market of the London Stock Exchange. The bond will be a “nonreadily realisable security”. 2. “net assets” for these purposes exclude your primary residence and any money raised through a loan secured on this property, the value of any life insurance or assurance policy and the value of any pension plan or permanent health insurance plan. Hence, broadly speaking, net assets for these purposes include savings in banks and building societies, and savings in the form of direct holdings of shares in companies traded on the Main Market of the London Stock Exchange or holdings in unit and investment trusts
To illustrate, if you have cash saved in a building society totalling £25,000 and savings in a unit trust totalling £75,000 at the date at which you invest in the bond, and in the previous twelve months you have not invested in a similar mini bond issue or in any shares in private companies or companies quoted on a stock market other than the Main Market of the London Stock Exchange, you will be deemed to have net assets for the purposes of investing in the bond of £100,000. You can therefore invest up to £10,000 in the bond, but cannot invest in other mini bonds or other non-readily realisable securities in the next 12 months.
Restricted Investor Confirmation
You confirm that you can receive promotional communications relating to unlisted shares and unlisted debt securities as a Restricted Investor. You declare that you qualify as a Restricted Investor because: in the twelve months preceding the date hereof, you have not invested more than 10% of your net assets in unlisted shares or unlisted debt securities; and you undertake that in the twelve months following the date hereof, you will not invest more than 10% of your net assets in unlisted shares or unlisted debt securities. Net assets for these purposes do not include: the property which is your primary residence or any money raised through a loan secured on that property; any rights of mine under a qualifying contract of insurance; or any benefits (in the form of pensions or otherwise) which are payable on the termination of your service or on your death or retirement and to which you are (or your dependants are), or may be entitled. You accept that the investment to which the promotions will relate may expose you to a significant risk of losing all the money or other property invested. You confirm that you are aware that it is open to you to seek advice from an authorised person who specialises in advising on unlisted shares and unlisted debt securities.

Sophisticated Investor

A ‘Sophisticated Investor’ sometimes referred to as an ‘Advised Investor’ is someone who has an FCA regulated adviser, perhaps an Independent Financial Adviser (IFA), and will receive advice from them about each investment they make.
Sophisticated Investor Confirmation
You confirm that you are a client of a firm that has assessed you as suitable to receive financial promotions. You accept that the investments to which the promotions relate may expose you to a significant risk of losing all the money or other property invested. You are aware that it is open to you to seek advice from an authorised person who specialises in advising on unlisted shares and unlisted debt securities.

Self-Certified Sophisticated Investor

If you have invested in more than one unlisted company in the last two years or been a member of a business angel syndicate or network for at least six months, this category is probably applicable to you.
Self-Certified Sophisticated Investor Confirmation
You declare that you are a Self-Certified Sophisticated Investor for the purposes of the restriction on promotion of non-readily realisable securities. You confirm that you understand that this means:

1. you can receive promotional communications made by a person who is authorised by the Financial Conduct Authority which relate to investment activity in non-readily realisable securities; and 2. the investments to which the promotions will relate may expose you to a significant risk of losing all the property invested.
You confirm that you are a Self-Certified Sophisticated Investor because at least one of the following applies:

1. you are a member of a network or syndicate of business angels and have been so for at least the last six months prior to the date hereof; 2. you have made more than one investment in an unlisted company in the two years prior to the date hereof; 3. you are working, or have worked in the two years prior to the date hereof, in a professional capacity in the private equity sector, or in the provision of finance for small and medium enterprises; or 4. you are currently, or have been in the two years prior to the date hereof, a director of a company with an annual turnover of at least £1 million.

You accept that the investments to which the promotions will relate may expose you to a significant risk of losing all the money or other property invested. You confirm that you are aware that it is open to you to seek advice from someone who specialises in advising on nonreadily realisable securities.

High Net-Worth Investor

If you earn more than £100,000 a year or have net assets of more than £250,000, the High Net Worth Investor category is probably applicable to you.
High Net Worth Investor Confirmation
You confirm that you can receive promotional communications which are exempt from the restriction on promotion of non-readily realisable securities. The exemption relates to certified High Net Worth Investors and you declare that you qualify as such because at least one of the following applies to you:

1. you have throughout the financial year immediately preceding the date hereof an annual income to the value of £100,000 or more; or 2. you held throughout the financial year immediately preceding the date hereof net assets to the value of £250,000 or more.
Net assets for these purposes do not include:

1. the property which is your primary residence or any money raised through a loan secured on that property; 2. any rights of mine under a qualifying contract of insurance; or 3. any benefits (in the form of pensions or otherwise) which are payable on the termination of your service or on your death or retirement and to which you are (or your dependants are), or may be entitled.
You accept that the investments to which the promotions will relate may expose you to a significant risk of losing all of the money or other property invested. You are aware that it is open to you to seek advice from an authorised person who specialises in advising on nonreadily realisable securities.