The Calculus EIS Fund and the Calculus VCT (“The Funds”) may not be suitable for all investors. Potential investors are recommended to seek independent financial and tax advice before investing. Please note that Calculus Capital is not able to provide you with advice about whether you should invest in the Funds.
As with many investments, there are risks associated with investing in the Funds. We have tried to explain these risks as clearly as possible below:
• The Funds are not a UCIS.
• Having regard to the Fund’s investment objectives and the tax reliefs available, investment in the Funds must be considered as a long term investment.
• Investors may not receive back the full amount that they have invested. The value of each investment made by the Funds and the income from shares in the Calculus VCT may fall, and there is no guarantee as to whether any one of the investments may lose all of its value.
• Success of the Funds will depend in part upon the skill and expertise of the Manager and the continued availability of the senior investment team.
• Investments in shares in unquoted companies are not readily marketable and the timing of any realisation cannot be predicted. You should not invest in the Funds unless you have carefully thought about whether you can afford it and whether it is right for you, having had the opportunity to take independent advice. You should be prepared to leave an EIS investment in tact for significantly longer than three years. Investors disposing of VCT Shares within five years of subscription are likely to be subject to claw-back of any income tax reliefs originally obtained.
• The past performance of investments managed by the Manager should not be regarded as an indication of the future performance of investments made by the Funds.
• Although the Manager has been successful in identifying investments in the past, it may be unable to find a sufficient number of attractive opportunities to meet its investment objectives, including achievement of its target IRR, or fully invest the Funds’ capital.
• The fact that shares in unquoted companies are, in general, not publicly traded or freely marketable may mean that proper information to determine the current value of investments may not be available.
• The market price of the VCT Shares may not fully reflect, and will tend to be at a discount to, their underlying net asset value.
• Many unquoted companies requiring venture capital are commonly experiencing significant change and carry higher risk than would an investment in larger or longer established businesses.
• Legal and regulatory changes could occur during the life of the Funds which may adversely affect the Funds or their investors.
• VCT qualification requirements may not be met or maintained.
• Technology or scientific research related risks may be greater in some companies although this may be justified by the prospect of higher expected returns from those investments.
• Many unquoted companies have small management teams and are highly dependent on the skills and commitment of a small number of individuals.
• Rates of tax, tax benefits and allowances described in this Memorandum are based on current legislation and HM Revenue & Customs practice. These may change from time to time and are not guaranteed. This investment may not be suitable for all investors. Calculus Capital does not provide advice and potential investors are recommended to seek specialist independent tax and financial advice before investing. The Fund has been designed with UK–resident taxpayers in mind. If you are not resident or ordinarily resident in the UK for tax purposes, or if you are a US person, it may not be appropriate or advantageous for you to invest in the Calculus Capital EIS Fund.
• Whilst it is the intention of the Manager to invest in companies qualifying under EIS legislation, the Manager cannot guarantee that all investments will qualify for EIS relief or IHT relief or, indeed, if they do initially, that they will continue to do so throughout the life of the investment.
• Your obtaining income tax relief is subject to your making the proper filings with HM Revenue & Customs within the requisite time periods and you may lose such relief if you do not make such filings.
• The dates on which initial income tax relief, CGT deferral relief and inheritance tax relief relating to investment in EIS Qualifying Companies are available will vary depending on the date on which the Fund makes Qualifying Investments.
• Following an investment in an EIS Qualifying Company, the continued availability of EIS Reliefs to the investor relating to any individual investment depends on compliance with the requirements of the EIS legislation by both the investor and Investee Company.
• Where an investor or an EIS Qualifying Company ceases to maintain EIS status in relation to any individual investment, this could result in the loss of some or all of the available reliefs in relation to that investment (together with a possible charge to interest thereon).
• Following the admission of an Investee Company to the main market of the London Stock Exchange, (but not to trading on the AIM or PLUS markets) or certain overseas stock markets, Business Property Relief for Inheritance Tax purposes will cease.
• The levels and bases of reliefs from taxation may change or such reliefs may be withdrawn. The tax reliefs referred to in this document are those currently available and their value depends on the individual circumstances of investors.