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Who can invest in my Odin Founder SPV? How can I promote it?
Who can invest in my Odin Founder SPV? How can I promote it?

Some guidance on the categories of investor who can invest, and how you can reach them appropriately

Odin Team avatar
Written by Odin Team
Updated over a week ago

Only Sophisticated Investors and High Net Worth Individuals can invest in your company on Odin.

Sophisticated Investors

Before they can view a financial promotion on Odin, Sophisticated investors must self-certify that one of the following statements applies to them:

  • You have been a director of a company turning over at least £1 million within the last two years

  • You have made two or more investments in an unlisted company (this includes equity crowdfunding investments)

  • You have been a member of a network or syndicate of business angels for at least six months

  • You have worked in the past two years in a professional capacity in the private equity sector or in the provision of finance for small and medium enterprises

High Net Worth Individuals (HNWIs)

Before they can view a financial promotion on Odin, High Net Worths must self-certify that one of the following statements applies to them:

  • You have an annual income in excess of £100K or

  • have net assets of £250,000 or more (excluding your primary residence and pension entitlements)

What can I share on Social Media?

YOU CANNOT

  • Post a link to your Odin deal page on social media;

  • Publicly ask people to participate in your funding round and mention Odin in the same post.

Odin is not a crowdfunding platform and is not regulated for you to do this, so you can't do it at the moment.


YOU CAN

  • Reach out to people individually about your round ((without mentioning Odin, e.g., just sharing a deck) subject to complying with the restrictions in the Financial Promotion Order:

    • The financial promotion restriction in section 21 (s21) of the Financial Services and Markets Act 2000 (FSMA) means that a person must not communicate an invitation or inducement to engage in investment activity (or claims management activity), unless:

      • the person is an authorised person, i.e., a professional investor generally authorised by the FCA or the Prudential Regulation Authority (PRA) under Part 4A of FSMA to carry on certain regulated activities;

      • the promotion has been approved by an authorised person, i.e., a s21 approver; or

      • an exemption in the Financial Promotion Order (FPO) applies (a matter to ask your lawyers about).

What about friends & family?

The UK government recognises this kind of investment is risky, and that platforms like Odin reduce friction and make it easier to take risks. So, in October 2014, the Financial Conduct Authority (FCA) introduced a restriction on marketing ‘non-readily realisable’ securities. Because no market exists to trade or sell your shares in a startup company, and it's a risky investment, these investments currently fall within this category.

In response, the FCA decided to limit the promotion of such investments via platforms like Odin to individuals who can understand the risks. While there are four types of investor classification (Everyday, Advised, Sophisticated and High Net Worth), the first two cannot invest using Odin currently.

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