Accredited Investors
ACCREDITED, QUALIFED AND PROFESSIONAL INVESTOR INFORMATION BY COUNTRY
UNITED STATES: Accredited investor definition

To be considered an Accredited Investor in the United States, one must be one of the following:

  • An individual with a net worth of at least $1,000,000, excluding the value of one's primary residence, or
  • An individual who had an income of at least $200,000 each year for the last two years (or $300,000 combined income if married) and have the expectation to make the same amount this year.
  • a bank, insurance company, registered investment company, business development company, or small business investment company;
  • employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million;
  • a charitable organization, corporation, or partnership with assets exceeding $5 million;
  • a director, executive officer, or general partner of the company selling the securities;
  • a business in which all the equity owners are accredited investors;
  • a trust with assets in excess of $5 million, not formed to acquire the securities offered, whose purchases a sophisticated person makes

What documents does Openfinance require a User to upload to qualify as a verified, accredited investor?

Please provide documents that satisfy ONE of the following OR your country’s equivalent:

  1. Income Verification Method - Must be a document that shows earned income exceeds 200,000 USD (or 300,000 USD together with a spouse) in each of the prior two years, and that you reasonably expect the same for the current year. Depending on your registration type, the following can be used and must be provided to verify your income: W-2, tax return, form 1099, form 1065, form 1040, K-1 or any other form purporting to show income. Two years of documentation are required to demonstrate accreditation. Tax documents valid until April 30th of following year. Other documents valid for 12 months from the date on documentation.
  2. Net Worth Method - Must be a document that shows a net worth over 1 million USD, either alone or together with a spouse (excluding the value of the person's primary residence). The following can be used to document your assets and liabilities and must be provided: credit report (shows all liabilities), bank statements, brokerage statements, CD, tax assessments or other statements showing assets in excess of 1 million USD. If you have no liability, you will need to make an affirmative representation that no liabilities exist. Valid for 12 months from the date on documentation.
  3. Letter Certifying Accreditation - A User may obtain a written confirmation from a registered broker-dealer, an investment adviser registered with the Securities and Exchange Commission, a licensed attorney who is in good standing under the laws of the jurisdictions in which he or she is admitted to practice law, or a certified public accountant who is duly registered and in good standing under the laws of the place of his or her residence or principal office. The written confirmation provided must certify that reasonable steps were taken to verify that the investor is an accredited investor within the prior three months and that it was actually determined that such investor is an accredited investor. Void 12 months after the date of certification or earlier if letter has an earlier expiration date.

European Economic Area: Qualified investor definition

A Qualified Investor is defined in the European Economic Area as follows:

The Investor confirms that:

(a) it is a “qualified investor” within the meaning of the law in the Relevant Member State implementing Article 2(1)(e)(i), (ii) or (iii) of the Prospectus Directive (Directive 2003/71/EC (and amendments thereto)) (the Prospectus Directive);

(b) it (i) is able to act on its own behalf in the Offering, (ii) has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of its prospective investment in the FUND Tokens, and (iii) (or the account for which it is acting) has the ability to bear the economic risks of its prospective investment in the FUND Tokens and can afford the complete loss of such investment; and

(c) it has observed the laws and legal requirements of all relevant jurisdictions for the purchase, holding, transfer or other disposal of the FUND Tokens, observed any foreign exchange restrictions applicable to the purchase, holding, transfer or other disposal of the FUND Tokens which they might encounter, obtained any requisite governmental exchange controls or other consents, complied with all relevant formalities and paid any issue, transfer or other taxes due in any applicable territory and that the Subscriber has not taken any action which will or may result in FUND being in breach of the legal or regulatory requirements of any jurisdiction.

UK: Qualified investor definition

A Qualified Investor is defined in the UK as follows:

(a) a person or entity which described in points (i) to (v) below should all be regarded as professionals in all investment services and activities and financial instruments for the purposes of the Markets in Financial Instruments Directive:

(i) Entities which are required to be authorised or regulated to operate in the financial markets, which includes all authorised entities carrying out the characteristic activities of the entities mentioned whether authorised by an EEA State or a third country and whether or not authorised by reference to a directive:

  • Credit institutions;
  • Investment firms;
  • Other authorised or regulated financial institutions;
  • Insurance companies;
  • Collective investment schemes and management companies ofsuch schemes;
  • Pension funds and management companies of such funds;
  • Commodity and commodity derivatives dealers;
  • Locals;
  • Other institutional investors; or

(ii) Large undertakings meeting two of the following size requirements on a company basis:

  • balance sheet total: €20 million;
  • net turnover: €40 million;
  • own funds: €2 million; or

(iii) National and regional governments, public bodies that manage public debt, Central Banks, international and supranational institutions (such as the World Bank, the IMF, the ECB, the EIB) and other similar international organisations; or

(iv) Other institutional investors whose main activity is to invest in financial instruments, including entities dedicated to the securitisation of assets or other financing transactions; and

(v) anyone who satisfies any of (i) to (iv) and has not entered into a written agreement with the investment firm, before the making of the offer, to the effect that it shall not be treated as a professional for the purposes of the applicable conduct of business regime.

(b) Entities or persons other than those mentioned in (a) above, including public sector bodies and private individual investors, who have made a request to be treated as a professional to one or more investment firms or credit institutions acting in connection with the offer.

(i) The investment firm(s) or credit institution(s) acting in connection with the offer, must have undertaken an adequate assessment of the expertise, experience and knowledge of the person or entity, and that assessment must give reasonable assurance, in light of the nature of the transactions or services envisaged, that the person or entity is capable of making his own investment decisions and understanding the risks involved. In the course of the above assessment, as a minimum, two of the following criteria should be satisfied:

  • the person or entity has carried out transactions, in significant size, on the relevant market at an average frequency of 10 per quarter over the previous four quarters;
  • the size of the person or entity's financial instrument portfolio, defined as including cash deposits and financial instruments exceeds €500,000; or
  • the person or entity works or has worked in the financial sector for at least one year in a professional position, which requires knowledge of the transactions or services envisaged.

And such person or entity:

(ii) has stated in writing to the investment firm that they wish to be treated as a professional, either generally or in respect of a particular investment service or transaction, or type of transaction or product,

(iii) the investment firm must give them a clear written warning of the protections and investor compensation rights they may lose,

(iv) they must state in writing, in a separate document from the contract, that they are aware of the consequences of losing such protections,

(v) and has not subsequently, but before the making of the offer, agreed in writing with that relevant firm (or each of those relevant firms) to be treated as a non-professional.

(c) a person who is an eligible counterparty, being:

(i) investment firms, credit institutions, insurance companies, UCITS and their management companies, pension funds and their management companies, any other financial institution authorised or regulated under EU legislation or the national law of a Member State, undertakings exempted from the application of the Markets in Financial Instruments Directive under Article 2(1)(k) and (l), national governments and their corresponding offices including public bodies that deal with public debt, central banks and supranational organisations;

(ii) other undertakings meeting pre–determined proportionate requirements, including quantitative thresholds. In the event of a transaction where the prospective counterparties are located in different jurisdictions, the investment firm shall defer to the status of the other undertaking as determined by the law or measures of the Member State in which that undertaking is established;

(iii) third country entities equivalent to those categories of entities mentioned in paragraph (i) above; and

(iv) has not, before the making of the offer, agreed in writing with the relevant firm (or each of the relevant firms) to be treated as a nonprofessional.

(d) a person whom any relevant firm is authorised to continue to treat as a professional, provided that this categorisation has been granted by the investment firm on the basis of an adequate assessment of the expertise, experience and knowledge of the person which gives reasonable assurance, in light of the nature of the transactions or services envisaged, that the person is capable of making his own investment decisions and understands the risks involved.

For these purposes “relevant firm” means an investment firm or credit institution acting in connection with the offer.

SINGAPORE: Accredited investor definition

An Accredited Investor in Singapore is defined as follows:

The prospective investor confirms that they are (i) an “institutional investor” as that term is defined in section 274 of the Securities and Futures Act (Cap. 289); and (ii) a “relevant person” as that term is defined in section 275 of the Securities and Futures Act (Cap. 289): “institutional investor” includes —

(i) a bank that is licensed under the Banking Act (Cap. 19);

(ii) a merchant bank that is approved as a financial institution under section 28 of the Monetary Authority of Singapore Act (Cap. 186);

(iii) a finance company that is licensed under the Finance Companies Act (Cap. 108);

(iv) a company or co-operative society that is licensed under the Insurance Act (Cap. 142) to carry on insurance business in Singapore;

(v) a company licensed under the Trust Companies Act 2005 (Act 11 of 2005);

(vi) the Government;

(vii) a statutory body established under any Act;

(viii) a pension fund or collective investment scheme;

(ix) the holder of a capital markets services licence for —

  • dealing in securities;
  • fund management;
  • providing custodial services for securities;
  • real estate investment trust management;
  • securities financing; or
  • trading in futures contracts;

(x) a person (other than an individual) who carries on the business of dealing in bonds with accredited investors or expert investors;

(xi) the trustee of such trust as the Authority may prescribe, when acting in that capacity;

(xii) a designated market-maker;

(xiii) a headquarters company or Finance and Treasury Centre which carries on a class of business involving fund management, where such business has been approved as a qualifying service in relation to that headquarters company or Finance and Treasury Centre under section 43E(2)(a) or 43G(2)(a) of the Income Tax Act (Cap. 134), as the case may be;

(xiv) a person resident in Singapore who undertakes fund management activity in Singapore on behalf of not more than 30 qualified investors; or

(xv) a Service Company which carries on business as an agent of a member of Lloyd’s.

“relevant person” means — an accredited investor, being:

(A) an individual —

(I) whose net personal assets exceed in value $2 million (or its equivalent in a foreign currency) or such other amount as the Authority may prescribe in place of the first amount; or

(II) whose income in the preceding 12 months is not less than $300,000 (or its equivalent in a foreign currency) or such other amount as the Authority may prescribe in place of the first amount;

(B) a corporation with net assets exceeding S$10 million in value (or its equivalent in a foreign currency) or such other amount as the Authority may prescribe, in place of the first amount, as determined by —

(I) (A) the most recent audited balance-sheet of the corporation; or

(II)(B) where the corporation is not required to prepare audited accounts regularly, a balance-sheet of the corporation certified by the corporation as giving a true and fair view of the state of affairs of the corporation as of the date of the balance-sheet, which date shall be within the preceding 12 months;

(C) the trustee of a trust of which all property and rights of any kind whatsoever held on trust for the beneficiaries of the trust exceed S$10 million in value (or its equivalent in a foreign currency);

(D) an entity (other than a corporation) with net assets exceeding S$10 million in value (or its equivalent in a foreign currency);

(E) a partnership (other than a limited liability partnership within the meaning of the Limited Liability Partnerships Act) in which each partner is an accredited investor;

(F) a corporation, the sole business of which is to hold investments and the entire share capital of which is owned by one or more persons, each of whom is an accredited investor.

(xvi) a corporation the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor;

(xvii) a trustee of a trust the sole purpose of which is to hold investments and each beneficiary of which is an individual who is an accredited investor;

(xviii) an officer or equivalent person of the person making the offer (such person being an entity) or a spouse, parent, brother, sister, son or daughter of that officer or equivalent person; or

(xix) a spouse, parent, brother, sister, son or daughter of the person making the offer (such person being an individual).

SPAIN: Qualified investor definition

The following are considered as Qualified Investors in Spain:

  • All the individuals with at least €50,000 income per year or with net assets of minimum €100,000 value.
  • All institutional investors;
  • Medium and large enterprise with at least assets for  €1 million, revenues of €2 million or equity capital of € 300,000;

ISRAEL: Qualified investor definition

A Qualified Investor is defined in Israel as follows:

By completing this form and selecting the qualified investor option, the undersigned hereby confirms (a) it is a Qualified Investor as defined under the Israeli Securities Law of 1968, (b) its qualification under the category marked thereby, and (c) its understanding of the implications of being considered a Qualified Investor and consents to being treated as a Qualified Investor under The Mutual Investments in Trust Law and/or the Securities Law.

The undersigned represents that it is one of the following:

  • An individual acquiring Tokens for his/her own account, regarding whom one of the following conditions are met: [PLEASE NOTE EXTERNAL CONFIRMATION WILL BE REQUIRED BEFORE PURCHASE](i) the total value of Liquid Assets 1 owned by the individual exceeds NIS 8 million;
  • (ii) the individual's income in each of the past two years exceeds NIS 1.2 million; or the income of such individual's Family Unit 2 exceeds NIS 1.8 million; or
  • (iii) the individual's total Liquid Assets 3 exceeds NIS 5 million and his/her income in each of the last two years exceeds NIS 600,000 or the income of such individual's Family Unit exceeds NIS 900,000.
  • A fund for joint investments in trust (i.e., mutual fund), as such term is defined in the Law for Joint Investments in Trust, 5754-1994, or a management company of such a fund.
  • A provident fund or a management company thereof, both as defined in the Law for Oversight of Financial Services (Provident Funds), 5765-2005;
  • An insurer, as defined in the Law for Oversight of Insurance Transactions, 5741-1981.
  • A banking entity or satellite entity, as such terms are defined in the Banking Law (Licensing), 5741-1981, other than a joint services company, acquiring Tokens for their own account or for the account of persons falling within section 15A(b) of the Israeli Securities Law.
  • A company that is licensed as a portfolio manager, as such term is defined in Section 8(b) of the Law for the Regulation of Investment Advisors and Portfolio Managers, 5755-1995, acquiring Tokens for their own account or for the account of persons falling within section 15A(b) of the Israeli Securities Law.
  • A company that is licensed as an investment advisor or investment marketer, as such terms are defined in Section 7(c) of the Law for the Regulation of Investment Advisors and Portfolio Managers, 5755-1995, purchasing Tokens for their own account.
  • Members of the Tel Aviv Stock Exchange acquiring Tokens for their own account or for the account of persons falling within section 15A(b);@ an underwriter fulfilling the conditions of Section 56(c) of the Israeli Securities Law acquiring Tokens for his own account.
  • Venture capital funds (defined as an entity primarily involved in investments in companies which, at the time of investment, (i) are primarily engaged in research and development or manufacture of new technological products or processes and (ii) involve above-average risk).
  • An entity which is wholly owned by investors who fall within section 15A(b) of the Israeli Securities Law.
  • An entity, other than an entity formed for the purpose of purchasing Tokens in a specific offering, in which the shareholders equity is in excess of NIS 50 million. [PLEASE NOTE EXTERNAL CONFIRMATION WILL BE REQUIRED BEFORE PURCHASE]

HONG KONG: Professional investor definitions

A Professional Investor is defined in the Hong Kong as follows:

PART A

professional investor means-

(a) any recognized exchange company, recognized clearing house, recognized exchange controller or recognized investor compensation company, or any person authorized to provide automated trading services under section 95(2) of this Ordinance;

(b) any intermediary, or any other person carrying on the business of the provision of investment services and regulated under the law of any place outside Hong Kong;

(c) any authorized financial institution, or any bank which is not an authorized financial institution but is regulated under the law of any place outside Hong Kong;

(d) any insurer authorized under the Insurance Companies Ordinance (Cap 41), or any other person carrying on insurance business and regulated under the law of any place outside Hong Kong;

(e) any scheme which-

  • is a collective investment scheme authorized under section 104 of this Ordinance; or
  • is similarly constituted under the law of any place outside Hong Kong and, if it is regulated under the law of such place, is permitted to be operated under the law of such place,

or any person by whom any such scheme is operated;

(f) any registered scheme as defined in section 2(1) of the Mandatory Provident Fund Schemes Ordinance (Cap 485), or its constituent fund as defined in section 2 of the Mandatory Provident Fund Schemes (General) Regulation (Cap 485 sub. leg. A), or any person who, in relation to any such registered scheme, is an approved trustee or service provider as defined in section 2(1) of that Ordinance or who is an investment manager of any such registered scheme or constituent fund;

(g) any scheme which-

  • is a registered scheme as defined in section 2(1) of the Occupational Retirement Schemes Ordinance (Cap 426); or
  • is an offshore scheme as defined in section 2(1) of that Ordinance and, if it is regulated under the law of the place in which it is domiciled, is permitted to be operated under the law of such place,

or any person who, in relation to any such scheme, is an administrator as defined in section 2(1) of that Ordinance;

(h) any government (other than a municipal government authority), any institution which performs the functions of a central bank, or any multilateral agency;

(i) except for the purposes of Schedule 5 to this Ordinance, any corporation which is-

  • a wholly owned subsidiary of-
  • (A) an intermediary, or any other person carrying on the business of the provision of investment services and regulated under the law of any place outside Hong Kong; or
  • an authorized financial institution, or any bank which is not an authorized financial institution but is regulated under the law of any place outside Hong Kong;
  • a holding company which holds all the issued share capital of-
  • (A) an intermediary, or any other person carrying on the business of the provision of investment services and regulated under the law of any place outside Hong Kong; or
  • (B) an authorized financial institution, or any bank which is not an authorized financial institution but is regulated under the law of any place outside Hong Kong; or
  • any other wholly owned subsidiary of a holding company referred to in subparagraph (ii); or

(j) any person of a class which is prescribed by rules made under section 397 of this Ordinance for the purposes of this paragraph as within the meaning of this definition for the purposes of the provisions of this Ordinance, or to the extent that it is prescribed by rules so made as within the meaning of this definition for the purposes of any provision of this Ordinance;

PART B

For the purposes of paragraph (j) of the definition of professional investor in section 1 of Part 1 of Schedule 1 to the Ordinance, the following persons are prescribed as within the meaning of that definition for the purposes of any provision of the Ordinance other than Schedule 5-

(a) any trust corporation having been entrusted under the trust or trusts of which it acts as a trustee with total assets of not less than $40 million or its equivalent in any foreign currency at the relevant date or-

  • as stated in the most recent audited financial statement prepared-
  • (A) in respect of the trust corporation; and
  • (B) within 16 months before the relevant date;
  • as ascertained by referring to one or more audited financial statements, each being the most recent audited financial statement, prepared-
  • (A) in respect of the trust or any of the trusts; and
  • (B) within 16 months before the relevant date; or
  • as ascertained by referring to one or more custodian statements issued to the trust corporation-
  • (A) in respect of the trust or any of the trusts; and
  • (B) within 12 months before the relevant date;

(k) any individual, either alone or with any of his or her associates on a joint account, having a portfolio of not less than $8 million or its equivalent in any foreign currency at the relevant date or-

  • as stated in a certificate issued by an auditor or a certified public accountant of the individual within 12 months before the relevant date; or
  • as ascertained by referring to one or more custodian statements issued to the individual (either alone or with the associate) within 12 months before the relevant date;

(l) any corporation or partnership having-

  • a portfolio of not less than $8 million or its equivalent in any foreign currency; or
  • total assets of not less than $40 million or its equivalent in any foreign currency, at the relevant date, or as ascertained by referring to-
  • the most recent audited financial statement prepared-
  • (A) in respect of the corporation or partnership (as the case may be); and
  • (B) within 16 months before the relevant date; or
  • one or more custodian statements issued to the corporation or partnership (as the case may be) within 12 months before the relevant date; and

(m) any corporation the sole business of which at the relevant date is to hold investments and which at the relevant date is wholly owned by any one or more of the following persons-

  • a trust corporation that falls within the description in paragraph (a);
  • an individual who, either alone or with any of his or her associates on a joint account, falls within the description in paragraph (b);
  • a corporation that falls within the description in paragraph (c);
  • a partnership that falls within the description in paragraph (c).

UAE: Qualified investor definitions

A Qualified Investor is defined in the UAE as follows:

The offer should only be made to Qualified Investors. These comprise:

(a) sovereign wealth funds, which are defined, in the unofficial translation from Arabic into English, as “the Federal Government, the local governments and the government corporations and entities; or companies wholly owned by any of them”;

(b) corporate investors whose object it is to invest. We would ordinarily expect such corporate investors to have corresponding language in the objects clauses of their articles of association and a specific reference to their trading permission in their (valid) commercial licences;

(c) international organisations, which we understand to mean supranational or intergovernmental organisations such as the Arab Monetary Fund, United Nations offices; or

(d) SCA licensed asset managers acting under a mandate on behalf of a client.

ALL OTHER COUNTRIES: Accredited investor definitions

Investment in FUND is mainly aimed at Professional Investors. However, a certain number of non-professional investors will also be accepted.

Investor confirms that:

(a) it
(i) is able to act on its own behalf in the Offering,
(ii) has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of its prospective investment in the FUND Tokens, and
(iii) (or the account for which it is acting) has the ability to bear the economic risks of its prospective investment in the FUND Tokens and can afford the complete loss of such investment; and

(b) it has observed the laws and legal requirements of all relevant jurisdictions for the purchase, holding, transfer or other disposal of the FUND Tokens, observed any foreign exchange restrictions applicable to the purchase, holding, transfer or other disposal of the FUND Tokens which they might encounter, obtained any requisite governmental exchange controls or other consents, complied with all relevant formalities and paid any issue, transfer or other taxes due in any applicable territory and that the Subscriber has not taken any action which will or may result in FUND being in breach of the legal or regulatory requirements of any jurisdiction.

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