- FBM CROWDTECH SDN. BHD. is a private limited company registered in Malaysia and is authorised and regulated by the Securities Commission Malaysia (“SC”) to operate an Equity Crowd Funding (“ECF”) on the Alixco platform.
- FBM CROWDTECH SDN. BHD. and its parents, subsidiaries, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and/or licensors (“FBMC”=Alixco or the “Company” or “We/Our/Us”) provides its services for Users in respect of operating ECF platform, web-hosting to facilitate ECF activity and/or other ancillary or support service to facilitate ECF activity (“Purpose”), subject to the following Terms of Service (the “Terms”) stated herein.
- This Investor Disclosure Statement (“Investor Statement”) (read together with our Terms of Service and any other documents referred to in it) serves also as a notice to inform you of your rights and obligation as an investor
- Each Investor, by accessing the Website (whether from within or outside Malaysia or who are resident within or outside Malaysia), shall be deemed to represent to the Company and its board of directors that on each occasion the Website is accessed; a bid is made for an Offer; or any money is invested in the Issuer in response to the Offer, the Investor is doing so in compliance with all applicable laws and all information provided to the Company is true, accurate and complete. The Investor will be liable to the Company and any of its directors and hereby agrees to indemnify the Company and any of its directors against any and all claims, losses, expenses or liabilities arising out of or in connection with any such non-compliance or alleged non-compliance by the Investor. The directors of the Company may enforce these obligations directly against the Investors to the extent permitted by the applicable law.
3. INVESTORS’ OBLIGATIONS
The Investors hereby agree to:
- Complete an application form to access and use our Services in terms and manner satisfactory to Alixco, such form are to include but not limited to the following prescribed information in all cases:
- Investor name/company name and identification/passport /registration number
- Residential, registered office and/or business addresses of Investor
- Contact number, email and/or other contact information
- Bank account details (if applicable)
- If an Investor is not a natural person, a complete list of all Investor officers (directors, authorized representatives, fund manager or others)
- Such further information and/or documents as FBMC may require in order to effect regulatory compliant anti-money laundering identification and other checks
- Prepare all Alixco required information in such form as FBMC may require to facilitate the internal verification process of Investors as part of our obligation and compliance with SC Guideline and local laws. Such information shall include but without being limited to the following:
- Source of funds which is to be invested in any particular Campaign
- Confirmation letter/documents from Malaysian Angel Business Network (MBAN) of Angel Investor status;
- If an Investor is not a natural person, letter of authority and/or any other documents as necessary to prove that the User is an authorized representative of the Investor and have received an appropriate mandate from the Board of Directors and/or Shareholders of the Investor; and
- Any other documents necessary to show eligibility as Investors.
- Be solely responsible for ensuring compliance with all laws in Malaysia, their country of residence or the country from which they may access our Services and Alixco accepts no responsibility for any breach of such laws by the Investors. For avoidance of doubt, no offer is made through our Services or accepted by any Investor if by doing so the Investor is in breach of any laws of a Country that the Investment is made from.
- Ensure that Investor and/or its authorized representative have the Investment authority and/or appropriate mandate in a specific or multiple Campaigns. Alixco will not be responsible for any loss or damages suffered by Investor and/or its authorized representative for the lack of authority to make Investment.
- Seek and engage appropriate independent professional advisors to advise the Investor on Investing via the Alixco platform. Such engagement shall be a matter for each Investor. FBMC shall have no obligation to ensure the Investor receives professional advice nor liability to the Investee or their Investors for any loss if such advice is not taken. Alixco is also not liable for any cost incurred by the Issuer from engaging and obtaining the service of professional advisors;
- Read and understand the disclosure materials disseminated by Issuer and/or made available on Campaign before making any Investment, including risk warnings and such other disclosure materials as published by on the Services or Campaign. Alixco will not be responsible for any loss or damages suffered by the Investor for its failure to do the same.
- Acknowledge and understand that all Investment made by Investor are made voluntarily without any influence, encouragement, and/or representation by Alixco for the Investor to make such Investment. As such Alixco shall not be held accountable for any loss or damages suffered by the Investor for any of its Investment decision.
The Investors shall not:
- Before the expiry of the Cooling of Period and/or in the event a Campaign is unsuccessful or is cancelled for any reason whatsoever, unless prior written consent has been given by FBMC (at FBMC's absolute discretion), contact Alixco Issuers about the investment opportunity or offer or otherwise solicit from Alixco Issuer for Private Placement.
4. INVESTMENT LIMIT
- Any local or foreign Investor may invest in any Issuer listed on our Services subject to the following limits:
- Sophisticated Investor - no restrictions on investment amount
- Angel Investor - a maximum of RM500,000.00 within a 12-month period
- Retail Investor- A maximum of RM5,000.00 per Issuer with a total amount of not more than RM50,000.00 within a 12-month period.
EQUITY CROWDFUNDING (ECF) TAX EXEMPTION
To encourage more individual investors to participate in ECF, the government had announced in Budget 2021 that a qualifying individual who invests in ECF
would be entitled to an income tax exemption, subject to conditions as stipulated in the Income Tax (Exemption) (No. 4) Order 2022 [P.U.(A) 142] (“Tax
Exemption Order”) The Order outlines the following provisions:
- The Order provides that a qualifying individual is given an income tax exemption in respect of his aggregate income equivalent to 50% of the amount of investment, up to a maximum of RM50,000 for each YA. The amount is limited to 10% of the aggregate income of the qualifying individual for the YA in which the exemption is granted.
- The exemption is given in the second YA following the YA in which the investment is made by the qualifying individual.
To qualify as an investor for the tax incentive, the following conditions must be complied with:
- An individual who is a Malaysian resident and makes an investment in an investee company on the Alixco ECF platform
- The qualifying individual obtains an annual certification from the ECF operator about the investment and the amount of investment. The annual certification needs to be verified by the SC.
- The investment is not disposed of, either in full or partially, within two years from the date the investment is made
- The qualifying individual does not have a parent (including parent-in-law), child (including stepchild or child adopted in accordance with any law), brother, sister, grandparent, grandchild, or spouse who has invested in the investee company
The Securities Commission (SC) has published on its website the FAQ on ECF tax exemption,
- The disclosure material you are seeking to access, published or made available on the Campaign are being made available by the Issuer in good faith and for information purposes only and subject to the terms and conditions herein. We at Alixco are authorized and licensed by the Securities Commission Malaysia (“SC”) and carry out due diligence on each Issuer that lists on our Services
- The disclosure material or any other information published on our Services is not to be construed as an offer to the member of the public and is only made available to registered Users of our Services who have qualified and categorized themselves as authorize to invest. Any person who wishes to view the disclosure materials must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict access.
- In order to access the disclosure material you must first become an authorized Investor of our Services on the basis of your status as either (i) ‘sophisticated investor’, (ii) ‘angel investor’ or (iv) ‘retail investor’, in each case in accordance with the applicable law and/or guidelines by SC. Potential investors are encouraged to "cross examine" the Issuer by interactive due diligence and use of the available online forums to bring the "wisdom of the crowd" to the platform. Access to the Disclosure Documents also means you agree to Alixco most recent Terms of Service, which include Alixco limitation of liability.
- If you are not permitted to view any information and/or disclosure materials on our Services or are in any doubt as to whether you are permitted to view these materials, please cease to use our Services immediately. Alixco or the Issuer announcements, comments and disclosure material do not constitute an offer to sell securities of the Issuer. Further, it does not constitute a recommendation by the Issuer, Alixco or any other party to sell or buy securities in the Issuer.
- By registering or logging into our Services to view the investment opportunity, you certify that you are legally entitled to view the disclosure materials, are an authorised Investor and you agree to all applicable terms and conditions on this website, including this Investor Statement.