CMO, Market & Investment Policy

This Investment Policy ("Policy") forms part of the agreement between you and Tetrup Technology Ltd ("Tetrup OS", "we", "our", or "us") and should be read together with our Terms of Service and Privacy Policy. By using any capital market or investment related feature of the Application, you acknowledge that you have read, understood, and accepted the terms and disclosures set out herein.

1. Nature and Status of Tetrup

Tetrup is a technology and business operating system. Our mission is to provide core driven technology tools for entrepreneurs, freelancers, small and medium enterprises, and individuals in Nigeria and emerging markets to manage their businesses, finance operations, and manage personal wealth more effectively through accessible technology.

The capital market and investment features of the Application are designed as self-service informational tools to help users understand market conditions, monitor publicly available market data, track their own investment portfolios, and make more informed personal financial decisions. These tools are a supplementary component of the Application, not its primary purpose, and are not the primary engine or vehicle for capital formation or investment intermediation.

Tetrup does not hold, and does not intend to hold, any licence, registration, or approval from the Securities and Exchange Commission of Nigeria (SEC), the Central Bank of Nigeria (CBN), or any equivalent regulatory body in Nigeria or internationally that would authorise it to operate as a capital market operator, investment adviser, fund manager, custodian, or broker-dealer.

2. Capital Market Features Provided

The Application currently provides the following informational and tracking tools in relation to capital markets and investments:

1. Market data displays: aggregated daily stock indices, trade volumes, market capitalisation summaries, and Initial Public Offering (IPO) listings sourced from publicly available market data feeds. This data is displayed for informational purposes and may be subject to delays, inaccuracies, or interruptions.
2. Investment calculator: a self-service tool that allows users to model hypothetical investment scenarios using projected bear and bull market assumptions. All projections are illustrative only and do not constitute a prediction, guarantee, or representation of actual returns.
3. Portfolio tracker: a personal record-keeping tool that allows users to log and monitor their own existing investments and receive informational alerts based on price data. Tetrup does not execute any transactions through this tool and has no access to or control over any securities or accounts held by the user.
4. Broker and market operator directory: a listing and profile service through which registered brokers and Capital Market Operators (CMOs) may present their services to users.
   
   The inclusion of a broker or CMO on the Application does not constitute an endorsement, recommendation, or warranty by Tetrup of that firm's services, regulatory status, or suitability for any user's needs.
5. Startup and investor ecosystem listings: a directory service connecting early stage businesses with potential investors. Tetrup provides visibility and introductory connection services only.
   
   We do not structure, execute, underwrite, or guarantee any investment transaction, and we are not a party to any investment agreement between a startup and an investor.

3. No Investment Advice or Recommendation

All content, data, calculators, projections, analytics, market summaries, and information available on the Application in connection with capital markets and investments are provided for general informational and educational purposes only. Such content does not take into account your individual financial situation, investment objectives, risk tolerance, tax position, or specific needs.

Nothing on the Application should be interpreted as personalised financial advice, investment advice, a research report, a prospectus, or a regulated communication under the Investment and Securities Act or any other applicable securities law. Tetrup is not registered as an Investment Adviser under Nigerian law and does not provide advisory services within the meaning of any applicable securities regulation.

You are strongly encouraged to consult a licensed stockbroker, financial adviser, investment manager, or other qualified professional who is duly registered and regulated by the Securities and Exchange Commission of Nigeria or the relevant regulatory authority in your jurisdiction before making any investment decision.

4. No Custody, Control, or Management of Funds

Tetrup does not, at any time, hold, receive, control, manage, or have any beneficial interest in any funds, securities, or assets belonging to users or third parties in connection with investment activities. We do not accept deposits, subscriptions, or investments from the public. We do not pool, co-mingle, or invest user funds on your behalf.

Any payment processing functions available on the Application relate exclusively to subscription fees, Application services, and business-to-business invoicing and payments. These are distinct from and unrelated to any investment activity.

5. Broker and Capital Market Operator Interactions

Where you choose to engage with a registered broker or Capital Market Operator (CMO) listed on or connected through the Application, your relationship is directly and exclusively with that broker or CMO. Tetrup's role is limited to providing a directory listing and introductory connectivity service. We are not a party to, and assume no liability for, any transaction, agreement, loss, or dispute arising between you and any broker or CMO.

You are responsible for independently verifying the regulatory status, credentials, and suitability of any broker or CMO before engaging their services. The SEC Nigeria maintains a register of authorised capital market operators at sec.gov.ng, and you are encouraged to consult this register prior to any engagement.

6. Startup and Investor Ecosystem — Commission Disclosure

Where a startup successfully raises capital through an investor connection facilitated by the Application, Tetrup charges a facilitation commission on the funds raised and remits regulatory fees where applicable.
This commission is charged to the startup and is disclosed at the time of engagement. It does not constitute a management fee, carried interest, or any form of participation in the ongoing returns of an investment.

This commission arrangement does not alter Tetrup's status. Tetrup is a technology Application facilitating introductions and connections between willing parties. We do not structure transactions, conduct due diligence on behalf of investors, represent either party's interests, or guarantee the success, legality, or commercial viability of any funding arrangement.

Investors and startups engaging through the Application are responsible for conducting their own due diligence, obtaining independent legal and financial advice, and ensuring compliance with all applicable securities, company, and tax laws in connection with any investment transaction.

7. Risk Disclosure

Investing in securities, equities, bonds, and other financial instruments involves significant risk. The value of investments may go up or down, and past performance is not a reliable indicator of future results. You may receive back less than you invest, and in some cases you may lose the entire amount invested. Capital market activities are subject to market volatility, liquidity risk, regulatory risk, currency risk, and other uncertainties beyond the control of Tetrup or any third party.

Any illustrative returns, projections, or scenarios displayed on the Application are hypothetical or assumptions based or driven by market analysis and are therefore not guarantees, predictions, or representations of actual investment performance. You should not rely on such projections as a basis for any investment decision. Seek proper legal guidance and financial advice before engaging in any investment activity.

8. Data Accuracy and Market Data Disclaimer

Market data, stock prices, IPO listings, index values, and other financial information displayed on the Application are sourced from third party data providers. Such data may be delayed, incomplete, or subject to error. Tetrup does not warrant the accuracy, completeness, timeliness, or fitness for any particular purpose of any market data or third-party financial information displayed on the Application.

You acknowledge and accept that investment decisions made in reliance on data displayed on the Application are made entirely at your own risk, and Tetrup shall have no liability for any loss arising from errors or delays in market data.

9. Regulatory Compliance and Applicable Laws

To the extent that the capital market features of the Application intersect with regulated activities in Nigeria, Tetrup operates in a manner consistent with the following legislative and regulatory framework:

1. the Investment and Securities Act (ISA) 2007 (Cap. I24, LFN 2004) and the Investment and Securities Act 2024 as amended
2. the Securities and Exchange Commission (SEC) Rules and Regulations;
3. the Nigerian Exchange Group (NGX) Listing Rules and trading guidelines;
4. the Money Laundering (Prevention and Prohibition) Act 2022 and applicable AML/CFT directives;
5. the Central Bank of Nigeria (CBN) regulations applicable to payment and financial services;
6. the Nigeria Data Protection Act 2023 (NDPA) and the General Application and Implementation Directive (GAID)
7. relevant international standards and guidelines, including IOSCO principles for securities markets regulation, to the extent applicable to users outside Nigeria.

Tetrup monitors the regulatory environment and endeavours to update its policies and Application features to reflect material changes in law. Users are responsible for ensuring their own compliance with the laws of their applicable jurisdiction when using any capital market feature of the Application.

10. International Users

Certain capital market tools, investment calculators, and market data features may be accessible to users outside Nigeria, including in the United States, European Union member states, and the United Kingdom. Such users are advised that the information provided through these features relates primarily to Nigerian capital markets and may not be relevant to or compliant with the securities or financial advisory laws of their home jurisdiction.

Users in the United States are advised that Tetrup is not registered as an investment adviser with the U.S. Securities and Exchange Commission (SEC) or any U.S. state securities regulator. Users in the European Union are advised that Tetrup does not hold authorisation under the Markets in Financial Instruments Directive (MiFID II) or equivalent national legislation. Users in such jurisdictions engage with the Application's investment features entirely at their own discretion and risk.

11. Limitation of Liability in Investment Context

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Tetrup EXPRESSLY DISCLAIMS ALL LIABILITY FOR ANY INVESTMENT LOSSES, TRADING LOSSES, OPPORTUNITY COSTS, OR FINANCIAL DAMAGES OF ANY KIND ARISING FROM OR IN CONNECTION WITH YOUR USE OF THE CAPITAL MARKET AND INVESTMENT FEATURES OF THE Application. THIS INCLUDES ANY RELIANCE ON MARKET DATA, PROJECTIONS, PORTFOLIO TRACKING INFORMATION, BROKER LISTINGS, OR OTHER INVESTMENT-RELATED CONTENT PROVIDED THROUGH THE Application.

YOUR USE OF THE INVESTMENT FEATURES IS ENTIRELY AT YOUR OWN RISK. Tetrup IS A TECHNOLOGY Application, NOT AN INVESTMENT INTERMEDIARY, AND ASSUMES NO FIDUCIARY DUTY TOWARD YOU IN CONNECTION WITH ANY INVESTMENT ACTIVITY.

Nothing in this limitation excludes liability for fraud, wilful misconduct, or any liability that cannot be excluded under Nigerian law, including under the Federal Competition and Consumer Protection Act 2018 or applicable securities law.

12. Changes to This Policy

We may revise this Investment Policy from time to time to reflect changes in our services, applicable law, or regulatory guidance. Material changes will be communicated to registered users by email or in-Application notice at least fourteen (14) days before the revised Policy takes effect. Continued use of any investment feature following such notice constitutes acceptance of the updated Policy.