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How can I promote my SPV?

  • Updated

Disclaimer: the below is not legal or regulatory advice, and is for informational purposes only. We strongly recommend you seek independent advice.

Under UK regulation (where Odin is registered), only two classes of investor can invest via Odin:

  • Sophisticated Investors - Someone who has sufficient knowledge and experience to understand the risks involved in investing in unregulated financial products. Typically they’ll be an investment professional, have made private markets investments recently, run a company with at least £1m turnover, or have been a member of an angel network for at least six months.
  • High Net Worth Investors (HNWIs) - Someone with an annual income of £100,000 or more, or net assets of at least £430,000 (excluding primary residence and pension).

You cannot, as a Syndicate Lead, share the deal with anyone other than the private network of people who have agreed to receive information from you. You cannot publicly ask people to participate in your deal, and you cannot mention Odin in the same post. You also cannot post a link to your Odin deal page on social media.

In certain circumstance you can reach out to potential investors individually about joining your private investment club, without mentioning Odin, subject to complying with the restrictions in the Financial Promotion Order:

  • The financial promotion restriction in Section 21 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 Section 21 approver, or;
    • An exemption in the Financial Promotion Order (FPO) applies (a matter to ask your lawyers about). Relevant exemptions should apply provided the person has confirmed to you that they are sophisticated or high net worth.

We cannot offer any information on financial promotions regulation outside the UK. If you are a non-UK resident, we strongly advise that you seek local legal advice.

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