Terms and Conditions

Valid from June 5, 2024
1. General

Pepins Sweden AB (“Pepins”), reg. no. 556634-8222, is a securities company under the supervision of the Swedish Financial Supervisory Authority (Finansinspektionen). Pepins holds the following permits under the Swedish Securities Market Act (2007:528):

  1. Custody of financial instruments and receipt of funds with an accounting obligation.
  2. Advisory services for companies and assistance with mergers and acquisitions.
  3. Reception and transmission of orders related to financial instruments.
  4. Placement of financial instruments without a firm commitment basis.
  5. Execution of orders related to financial instruments on behalf of clients.
  6. Trading on own account.
  7. Provider of crowdfunding services.

Pepins does not provide financial advice to its members/customers and is not licensed to offer investment advice. Any information you receive from Pepins should not be interpreted as advisory.

For financial, tax, or legal questions, Pepins encourages you to seek professional advice.

Marketing by Pepins is subject to the Swedish Marketing Act (2008:486).

All communication from Pepins will occur via email or on the website, in either Swedish or English.

These terms govern the relationship between you and Pepins and how you may use the website fr.pepins.com.

The purpose of Pepins’ services is to connect capital-seeking companies with investors.

Members/customers on Pepins have the opportunity to invest in shares of one or more companies.

Investments on pepins.com are usually made through acquiring shares in a public limited company (Holding Company) created for each specific offering. The Holding Company’s sole activity is to own and manage shares in the underlying operating company. The shares in the operating company are usually preference shares.

RISK INFORMATION

  1. Investments in unlisted growth companies typically involve high risk. Many early-stage companies may need to raise capital repeatedly or fail to grow as expected. As such, many of these investments may be lost.
  2. No one should invest more in unlisted companies than they can afford to lose.
  3. Such investments are often illiquid, meaning it may be difficult or take time to exit them.
  4. Each investment is unique. It is critical to carefully evaluate the offer and company before investing.
  5. The company information shown on pepins.com comes from the companies themselves. Pepins is not responsible for this information.
  6. Pepins conducts reviews of the company and its management, but each company is ultimately responsible.
2. Pepins Member and Customer
  1. Membership is applied for at pepins.com. A member does not automatically become a customer. To invest, a member must become a customer.
  2. You must be at least 18 years old to become a customer. Minors may become customers if all legal guardians consent and approve access to the account data.
  3. Customer identity must be verified, either electronically (e.g. BankID, Onfido) or manually with a certified ID copy.
  4. Legal entities must be represented by an authorized adult with power of attorney or signing authority.
  5. Pepins must have sufficient knowledge about its customers. Applicants must provide all requested information during registration and ongoing customer relationship.
  6. Unlisted shares are classified as complex instruments. Each member must be informed and complete a suitability test before investing.
  7. The customer is responsible for ensuring the accuracy and completeness of their provided information.
  8. Use of bots, spiders, or automated tools (except standard search engines like Google) is prohibited unless written permission is granted. Customers may not overload or disrupt the platform.
3. Termination, etc.
  1. A member can terminate their membership at any time by emailing [email protected]. If also a customer, the engagement can be ended the same way.
  2. If Pepins wishes to cease operations or terminate the platform, 30 days’ notice will be given.
  3. If a member/customer breaches these terms, Pepins may deny them new investments.
  4. Pepins may terminate a membership if no investments are made and no login occurs for 24 consecutive months.
  5. Pepins may ban users from posting in the community if behavior is misleading or inappropriate.
4. Pepins Platform
  1. pepins.com is the primary platform for interaction between Pepins and its members/customers.
  2. Access requires login with a personal password. If credentials are compromised, contact Pepins immediately to avoid misuse.
  3. The member/customer is responsible for the accuracy of the information provided on pepins.com.
5. Fees
  1. Membership with Pepins is free of charge.
  2. Trading shares on pepins.com with Pepins as the counterparty is subject to brokerage fees according to the current price list available on the website.
6. Investments, etc.
  1. Investment in an offering generally involves simultaneous subscription, provisional allocation, and payment. Once processed, the order is visible under “My Pepins.”
  2. Shares are allocated immediately based on a first-come, first-served basis.
  3. If the offering’s minimum threshold is not met, the investment is canceled and funds refunded.
  4. After the subscription period ends or the max limit is reached, the allocation is confirmed via settlement note under “My Pepins.”
  5. Subscription is binding and Pepins is authorized to execute the subscription on your behalf.
  6. Payment options:
    1. Bank transfer (Trustly)
    2. Invoice (Billogram, 3-day payment term)
    3. Swish
  7. Funds received by Pepins are held in client accounts, separated from company assets, and audited annually to ensure compliance and safekeeping.
7. Trading on Pepins
  1. Many shares subscribed via pepins.com can be traded during scheduled trade windows where Pepins acts as the counterparty.
  2. Trade dates are announced on pepins.com.
  3. Buyers and sellers are notified of allocations and receive settlement instructions.
  4. Both parties are responsible for delivering funds or shares as instructed.
  5. Pepins executes transactions based on account information from “My Pepins.”
  6. Orders may be canceled if obligations are not fulfilled by the other party.
  7. Payment is done via bank transfer. Transfers of Euroclear-registered shares are handled by the member’s bank/broker.
8. Right of Withdrawal

According to Chapter 3, Section 2 of the Distance and Off-Premises Contracts Act (2005:59), financial instruments are exempt from withdrawal rights. This means no right of withdrawal applies for investments on pepins.com.

Non-sophisticated investors have a four (4) calendar-day withdrawal period under Article 22(3) of EU Regulation 2020/1503 for crowdfunding service providers.

9. Personal Data
  1. Pepins processes personal data in accordance with the GDPR.
  2. We retain data provided during registration and any later updates. Additional data may be collected from public/private sources to evaluate suitability.
  3. We are required to retain certain data and share it with authorities as required by law. Beyond legal obligations, data is not shared with third parties without contractual basis.
  4. Other processing is done according to Pepins’ Privacy Policy, available on pepins.com.
  5. To request your data, contact [email protected].
10. Changes to These Terms
  1. These terms apply until further notice. Changes will be communicated via email or pepins.com.
  2. Existing members/customers are bound by the updated terms 14 days after notice is given.
  3. If you do not accept the new terms, you may terminate your membership. If you have made an investment, the customer relationship remains until the shares are divested.
11. Complaints
  1. If dissatisfied, contact: [email protected] or Pepins Sweden AB, Complaints Manager, c/o Convendum, Kungsgatan 9, 111 43 Stockholm.
  2. If unresolved, consumers may contact the Swedish National Board for Consumer Disputes (ARN):
    Allmänna reklamationsnämnden
    Box 174, 101 23 Stockholm
    www.arn.se
    ARN gives recommendations for dispute resolution. Guidance is also available from the Swedish Consumers' Banking & Finance Bureau (tel. 020-022 58 00).
12. Limitations of Liability
  1. Each party is only liable for damage caused by their own negligence.
  2. Pepins is not liable for disruption due to technical issues preventing use of pepins.com.
  3. No guarantees are given for content, calculations, or information provided by companies or users on the platform.
  4. Investments are the responsibility of the customer and issuing/listed company. Pepins is not liable.
  5. Pepins is not liable for force majeure, including but not limited to, strikes, legal restrictions, or unforeseen platform overload. Pepins is not liable when acting in accordance with Swedish or EU law.