TERMS & LEGAL NOTICE
RF+UD Pre-Incorporation Fundraising – July 2025
1. Introduction
This document outlines the terms and conditions applicable to individuals (hereafter referred to as “the Investor”) who voluntarily participate in the pre-incorporation fundraising of RF+UD (hereafter referred to as “the Project”), an initiative led by Philémon Dedeur, with the intention of incorporating a Singapore private limited company (RF+UD Pte Ltd) in August 2025.
This participation is conducted by private agreement via letter of intent and does not constitute a public offering of securities.
2. Nature of Participation
The funds transferred by the Investor are intended as early-stage capital in exchange for equity, to be formalized once RF+UD is legally incorporated. Until incorporation, participation is governed by a Letter of Intent (LOI), signed by both parties.
No shares are issued at the time of transfer. The LOI serves as a binding commitment to allocate equity post-incorporation, proportional to the Investor’s contribution.
3. Entity to Be Created
Legal Name: RF+UD Pte Ltd
Jurisdiction: Republic of Singapore
Type: Private Limited Company
Estimated Incorporation Date: August 2025
Pre-Money Valuation: €75,000
Equity Offered: pro-rata based on contribution relative to valuation
4. Investment Mechanics
Target Capital: €15,000
Minimum Contribution: €100
Method of Transfer: Revolut or bank transfer (details provided separately)
Confirmation: The Investor must provide proof of payment via email to founders@rfud.io
Documentation: A Letter of Intent will be issued upon receipt of funds
5. Post-Incorporation Commitments
Upon incorporation:
Shares will be issued and allocated in accordance with the signed LOI
Shareholder records and digital certificates will be issued
Monthly updates will be sent to all Investors regarding the company's financial and strategic progress
The Company reserves the right to conduct further fundraising rounds, which may result in dilution of early shareholding
6. Legal Disclaimers
No Public Offering:
This fundraising is conducted on a strictly private basis. No public solicitation is made.
This page and associated materials do not constitute an offer to the public within the meaning of EU Directive 2003/71/EC or equivalent legislation in any jurisdiction.
Investors confirm they are participating in a private, unsolicited transaction.
No Guarantee of Return:
This is an early-stage investment in a pre-incorporation context.
The Investor understands the risks inherent in such an investment, including the possibility of total loss of capital.
The Company provides no guarantees or promises regarding profitability, dividends, or exit opportunities.
Jurisdiction:
Any legal disputes arising from this agreement shall fall under the jurisdiction of the Republic of Singapore, unless otherwise agreed.
7. Contact
All communication regarding this investment round must be directed to:
founders@rfud.io
RF+UD
Built in the jungle. Launching worldwide. Yours?
