Final Accredited Investor Questionnaire

Accredited Investor Questionnaire
The Purpose of this Questionnaire is to solicit certain information to determine whether you are an “Accredited Investor,” as defined under applicable U.S. federal and state securities laws, and otherwise meet the suitability criteria established by Seedstars for purchasing securities.

This questionnaire is not an offer to sell securities of Seedstars in itself, and no general solicitation of securities of Seedstars has been made.

The exemption provided in Rule 506 (b) of Regulation D, the Securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “US Securities Act”) or with any securities regulatory authority of any state or other jurisdiction of the United States, provided that the offer of securities is only made to accredited investors, as defined in §230.501, point a) of Regulation D of the Securities Act of 1933.

Your answers will be kept confidential. You agree, however, that this questionnaire may be shown to such persons as Seedstars deems appropriate to determine your eligibility as an Accredited Investor and to ascertain your general suitability for investing in the securities.

All monetary amounts are denominated in U.S. dollars.

Please answer all questions completely.

Please read carefully, the statements contained in the section entitled Prospective Investor’s Representations.

* Accredited investor means (i) an individual with more than $1 million in net worth (excluding the value of any primary residence) or who has earned more than $200,000 per year in each of the last two years, (ii) an organization with more than $5 million in assets, or (iii) a bank, institution or other entity that meets certain legal criteria, according to Rule 501 of Regulation D of the Securities Act of 1933, as most recently amended.

* Questionnaire means the assurance that the investor meets the accreditation guidelines under §230.501, point a) of Regulation D via either the net worth or income tests.

* Seedstars means Seedstars International LLC, a venture capital fund registered in Delaware, United States.
Personal information
Name*

First NameLast Name
Address*

Street Address

Street Address Line 2

CityState / Province

Postal / Zip Code
Phone Number*
Please enter a valid phone number.
Age*
Marital Status:*
Number of Dependents:*
Other Residences or Contacts:*
Citizenship: *
Please identify any other state where you own a residence, are registered to vote, pay income taxes, hold a driver’s license or have any other contacts, and describe your connection with such state: *
Educational background (level, degrees completed): *
Business or occupation (including title):*
If a trust, in which state(s) does (do) each of the beneficiaries reside?*
If a corporation, where are your executive headquarters?*
If a partnership, in which states(s) does (do) each of your partners reside?*
If an individual, what is your principal place of residence?*
If not an individual, where is your principal place of business?*
Are you a director or executive officer of the legal person, if applicable?*

YesNo
You represents that you qualify as an “accredited investor” pursuant to Regulation D under the Act, as a result of having either one of the following status:*

a natural person with an individual net worth, or joint net worth with his or her own spouse, excluding the value of his, her, or their primary residence, exceeding $1,000,000;a natural person who had an individual income in excess of $200,000 in each of the two most recent calendar years or joint income with his or her spouse in excess of $300,000 in each of the two most recent calendar years and who reasonably expects reaching the same income level in the current calendar year;a trust, with total assets of $5,000,000 not formed for the specific purpose of acquiring the subject securities, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he or she is capable of evaluating the merits and risks of the prospective investment;a bank as defined in Section 3(a)(2) of the Act, or a savings and loan association or other institution as defined in Section 3(a)(5)(A) of the Act, whether acting in its individual or fiduciary capacity;a broker dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934, as amended;an insurance company as defined in Section 2(a)(13) of the Actan investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”) or a business development company as defined in Section 2(a) (48) of the 1940 Act;a plan established and maintained by a state, its political subdivisions, or any agency or instrumentality of a state or its political subdivisions for the benefit of its employees, if such plan has total assets in excess of $5,000,000;a Small Business Investment Company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958;an employee benefit plan within the meaning of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), ifa private business development company as defined in Section 202(a)(22) of the Investment Advisor’s Act of 1940, as amendedan organization described in Section 501(c)(3) of the Internal Revenue Code, a corporation, Massachusetts or similar business trust, limited liability company, or partnership (which may include endowments or foundations), not formed for the specific purpose of acquiring the subject securities, with total assets in excess of $5,000,000; oran entity in which all of the equity owners are “accredited investors” under any one or more of the categories specified in paragraphs above.
An employee benefit plan within the meaning of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), if*

The investment decision is made by a plan fiduciary, as defined in Section 3(21) of ERISA, which is either a bank, savings and loan association, insurance company, or registered investment advisor, orthe employee benefit plan has total assets in excess of $5,000,000, orthe employee benefit plan is a self-directed plan with investment decisions made solely by persons that are “accredited investors”;
Do you fulfil the following conditions?*

I have adequate means of providing my current needs, and possible personal contingencies, and have no need for liquidity in an investment in Seedstars.I, together with my advisors, have specific knowledge and experience in related financial and business matters so as to be capable of evaluating the relative economic and operational merits and risks of an investment in the stock.
If you expect to invest at least $150,000 in Shares, does your total purchase price exceed 10% of your net worth at the time of sale, or joint net worth with your spouse:*

YesNo
Is this investment consistent with your overall investment strategy?*

YesNo
Have you been involved in bankruptcy proceedings?*

YesNo
Are there any suits pending or judgments outstanding against you, that would impair with your ability to make payments on this investment?*

YesNo
Do you certify that this investment is solely on your own account, or for the account of someone else?*

YesNo
*Prospective Investor’s Representations.*

The information contained in this Questionnaire is true and complete, and the undersigned understands that the Company and its counsel will rely on such information for the purpose of complying with all applicable securities laws as discussed above.The undersigned agrees to notify the Company promptly of any change in the foregoing information which may occur prior to any purchase by the undersigned of securities from the Company
Should be Empty:

Accredited Investor Questionnaire

Personal information