Risk Warning

2. Illiquidity and Long Investment Horizon

You may not be able to sell the investment instruments when you wish. There is no public market for shares in private companies, and it may take many years (typically 5–10 years or longer) before any liquidity event occurs, if at all.

• You may be unable to find a buyer
• The company may restrict or prevent the transfer
• You may receive significantly less than you invested
• Transaction costs and legal fees may consume a significant portion of proceeds

3. Dilution of Your Shareholding

Your percentage ownership in a company will decrease (be "diluted") if the company raises additional capital by issuing new shares. Unless you have pre-emptive rights and the financial capacity to invest in future rounds, your shareholding percentage will decline over time.

• Down rounds: Future funding at a lower valuation, severely diluting your investment value
• Preference shares: New investors may receive preferential rights, reducing your economic interest
• Anti-dilution protection: Other investors may have protection that increases your dilution

4. No Guarantee of Dividends or Returns

You may not receive any return on your investment. Early-stage and growth companies typically do not pay dividends. Your only realistic prospect of a return is through a successful exit event, which may never occur.

5. Lack of Regulatory Protection

Your investment is not covered by deposit protection schemes or investor compensation schemes. There is no safety net equivalent to bank deposits or regulated investment products.

6. Limited Information and Control

As a minority shareholder, you will have limited voting rights, limited information rights, and no management control. You are dependent on the management team's skill, honesty, and commitment.

7. Business and Market Risks

• Unproven business model: The company may not be able to execute its business plan
• Competition: Larger, better-funded competitors may dominate the market
• Economic conditions: Recessions or market downturns
• Regulatory changes: New laws may adversely affect the business
• Key person risk: Departure of founders or key employees
• Funding risk: Inability to raise future capital when needed

8. Tax Relief Risks

Investments that qualify for tax relief schemes (such as EIIS) may lose that status due to the company's future activities or your personal circumstances. Tax relief may be clawed back if you sell shares before the minimum holding period.

Any tax relief is not guaranteed and should not be the primary reason for investment. You should consult your tax advisor before investing.

9. Nominee Structure Risks

Shares are held through a nominee company on your behalf. You are not the legal owner of the shares (you hold beneficial ownership). The nominee company could face financial or operational difficulties, and voting rights may be exercised collectively, not individually.

10. Platform and Counterparty Risk

You are relying on Spark Venture Funding to conduct due diligence, maintain the platform, administer the nominee structure, and facilitate communications. While Spark is regulated, the platform may not continue to operate indefinitely and due diligence may not identify all risks.