Types of Securities Offered on the Platform

Administrator

September 14, 2022



The Securities and Exchange Commission (SEC) defines Securities as

"any share, participation or interest in a corporation or in a commercial enterprise or profit-making venture and evidenced by a certificate, contract, instruments, whether written or electronic in character. 

This includes:

  • (a) Shares of stocks, bonds, debentures, notes evidences of indebtedness, asset-backed securities;
  • (b) Investment contracts, certificates of interest or participation in a profit sharing agreement, certificates of deposit for a future subscription;
  • (c) Fractional undivided interests in oil, gas or other mineral rights;
  • (d) Derivatives like option and warrants;
  • (e) Certificates of assignments, certificates of participation, trust certificates, voting trust certificates or similar instruments
  • (f) Proprietary or nonproprietary membership certificates in corporations; and
  • (g) Other instruments as may in the future be determined by the Commission, as defined under Section 3 of the Securities Regulation Code"

 

Generally speaking, an investor will put investment funds into a security and expect a form of profit or return on that investment, if the venture performs well.

Fundraisers, also known as Issuers on the Round One platform may offer shares of stock and other forms of debt-equity such as convertible notes. Shares of common stock are usually Class A, Voting, and Common, unless otherwise specified in the offer statement or Campaign details. A share of stock is your "share" in a business or commercial enterprise. Shares are financial assets that can be purchased and sold in exchange for money. Debt-equity convertible notes are loans that can be paid back by money or shares of stock. 

When an Investor provides funds to an Issuer in the form of a convertible note, they may

  • (a) require full payment of the cash amount plus any interest of the funds lent,
  • (b) convert the loan amount into an equivalent amount of shares at a previously agreed upon valuation, or
  • (c) a combination of both.

Crowdfunding investments carry significant risks. The risk of loss of investment is substantial due but not limited to risks indicated on this page. Investors must understand and appreciate the risks associated with early stage, growth focused, and crowdfunding securities. This list of risk factors outlined below is not a comprehensive document on risks to investments listed on this platform.

Please take time to review and understand our Risk Warnings page, especially risks associated with debt and equity investments such as:

  • Business Risk 📊
  • Minority Shareholder Risk 🍰
  • Dilution Risk 🏊
  • Liquidity Risk 🏄‍♂‍
  • Insolvency Risk 🧊

You as the investor are advised to review and fully understand the terms of a security or investment contract offered through the Round One platform via information presented by the issuer or direct communication with the issuer.

 

Restrictions on the Resale of Securities 

Issuers and Issuers’ securities sold through this platform are subject to ongoing monitoring and supervision by Intermediary as well as SEC Rules and Regulations governing crowdfunding activity, and as such, may only be resold to other registered users of this platform. 

Any other restriction on the resale of securities may be found in an Issuer's articles of incorporation or company by-laws.  Prior to making an investment commitment, you may directly request more information from an Issuer or seek independent legal counsel to evaluate resale restrictions. For example, some Issuers may require an Investor to offer shares purchased through this platform to existing shareholders prior to selling those shares elsewhere.

 


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