Frequently asked questions
Everything you need to know about Roundtable.
How can I invite co-investors?
When you create a deal, you will receive a link to a commitment form that you can share with co-investors interested in participating to the operation.
How is an SPV legally structured?
SPV takes the form of a European legal entity. Roundtable will leverage French SAS, SC or Luxembourg SCSp depending on the co-investors country of residency.
Why should I invest in an SPV?
Investing in an SPV provides several advantages: access to deals even with smaller ticket sizes, additional possibility liquidity within the SPV, easier cap table management for the founder, and more bargaining power with VC funds coming in at later rounds of funding.
What rights does an SPV give me?
As a co-investor you will have rights to access to information shared by the target with the SPV as per the shareholder agreement with the target. This confidential information is covered by confidentiality clauses in the SPV bylaws.
Who acts as the representative for the SPV?
The Deal Lead will represent the SPV as a shareholder of the target.
What is carried interest, and how is it calculated?
Carried Interest is a share of profits, calculated at the exit of the investment. Suppose you invested 100 and your stake is worth 1000 at exit. If the Deal Lead charged 10% of carried interest, you will pay 90 out of your profit of 900 to the Deal Lead.
What is an SPV?
SPV stands for Special Purpose Vehicle. In our case, this is a company with the sole purpose to co-invest funds in a specific target. Roundtable creates an SPV per deal, which can be French SAS, SC or Luxembourg SCSp depending on the co-investors' country of residency.
What happens when the SPV receives a purchase offer for its stake in the target ?
If all co-investors accept the offer, the SPV sells its stake in the target and gets dissolved. If not, each investor has the right to sell all or part of their shares to the third party.
Is this a public offering?
No! Sharing a deal opportunity with your close network (within a limit of 149 persons per country of residence) is not constituting a Public Offering.
As a Deal Lead, can I personalize levels of carried interest to co-investors?
Yes! You can have both investors paying carried interest and investors not paying it in the same SPV.
As a co-investor in a SPV, what are my liquidity options?
As a co-investor in a SPV you will be able to sell your SPV shares to other co-investors within the SPV, to a third party co-investor after validation by the Deal Lead, and when the SPV receives a purchase offer for the shares hold in the target.
Why is KYB/KYC required?
To follow different European and international regulations on the prevention of money laundering and terrorist financing, Roundtable must identify the economic beneficiaries of investments through Know Your Customer (KYC) or Know Your Business (KYB) measures.
How is KYB/KYC run?
We require a few documents to validate your identity - like an ID card and a proof of address - and your origin of wealth. If you’re investing through a holding, we’ll also ask incorporation documents and bylaws.
Who will act as Representative for the founder SPV?
Roundtable will represent the founder SPV as a shareholder of the target, to prevent conflicts of interest.
What are the advantages of using a founder SPV?
By using a founder SPV, you can keep a clean cap table, simplify governance, and leverage more operator investors to collect even small checks of high value people.