FinTech Regulated Crowdfunding Platform — UK FCA Authorised

FCA investment crowdfunding

retail investors must pass an appropriateness test before investing.

COBS 4 test

• questions assessing understanding of (1) investment risk (capital at risk), (2) illiquidity (cannot sell shares easily), (3) diversification (should not invest &gt
• 10% of investable assets).

Platform implementation

appropriateness test on first investment, annual re-test for all investors, and investor classification (restricted investor, high net worth investor, sophisticated investor — different access levels).

Failed test

24-hour cooling-off period before re-test.

CASS 7 Client Money Segregation

CASS 7 (Client Assets Sourcebook for investment crowdfunding): investor funds held in designated client money account (Barclays or equivalent) before allocation to campaigns.

Segregation

each investor's committed funds tracked individually — investor can see their committed (not yet allocated) funds vs invested (allocated to campaign) funds.

CASS reconciliation

daily reconciliation of client money account balance against sum of all investor committed funds.

Campaign completion

funds released to company on campaign success, returned to investors if campaign fails.

FCA COBS 4 financial promotions

investment offers must be approved by an FCA-authorised person and comply with fair, clear, and not misleading standard.

Campaign due diligence

• Companies House verification, director check (AML/PEP screening), financial forecasts review (ClickMasters builds a structured forecast submission and review workflow), and investment memorandum (IM) compliance check (legal review).
• Cooling-off period: 48 hours after investment committed — investor can cancel without penalty.

FCA PS16/15

crowdfunding platforms may operate secondary markets for shares.

Secondary market

investor can list shares for sale (price + quantity), buyer browses and commits, transfer agent (Equiniti or Computershare) processes share transfer.

FCA

secondary market must display fair value indicator (DCF or comparator valuation — not just last transaction price).

CREST

for companies with 50+ shareholders, shares moved to CREST (UK central securities depository) to facilitate secondary trading.