Issuer & Structure
Roldfire Private Investment Club („Roldfire PIC") is a segregated portfolio (an „SP") of Roldfire Capital, a managing structure and a trading name of a segregated portfolio company (an „SPC") established under the Cayman Islands Companies Act („HWI SPC" is the abbreviated official company name). Each segregated portfolio ("SP") is maintained with statutory segregation of assets and liabilities. Depending on features (e.g., redemption rights), an SP may fall within the definition of "collective investment scheme" and may be regulated as such under the applicable legislative framework.
European Union / EEA
Any distribution within the EU/EEA is conducted in accordance with the Alternative Investment Fund Managers Directive (AIFMD) and applicable national private placement regimes (NPPR). Materials are intended exclusively for professional clients under MiFID II (Annex II); access to offering documents may require ex-ante verification of professional status. The Prospectus Regulation (EU) 2017/1129 does not apply to units issued by collective investment undertakings other than the closed-end type.
United Kingdom
Marketing of non-UK AIFs in the UK takes place under the UK NPPR and is subject to the Financial Services and Markets Act 2000 (FSMA) s.21 financial promotion restriction. Communications are made only where an exemption under the Financial Promotion Order 2005 applies (e.g., Article 19 – investment professionals; Article 49 – high-net-worth companies), or where an authorised person has approved the promotion.
United States
Any US offering is made solely pursuant to Regulation D, Rule 506(c): (i) all purchasers are accredited investors, (ii) the issuer takes reasonable steps to verify accredited status, and (iii) under Reg D conditions. The club relies on Investment Company Act of 1940 exclusions Section 3(c)(1) (no more than 100 beneficial owners) or Section 3(c)(7) (all investors are qualified purchasers).
Tokenization / EU perimeter
Where a token representing an interest in an SP qualifies as a financial instrument under MiFID II, it is outside the scope of MiCA and falls under existing EU financial services legislation. Classification follows ESMA guidance on the delimitation between MiFID financial instruments and MiCA crypto-assets.
Jurisdictional Access
Access to detailed materials may be restricted by jurisdiction. By proceeding, you confirm you are (i) an EU/EEA professional client (MiFID II Annex II), (ii) a person to whom UK financial promotions may lawfully be communicated (FPO exemptions or authorised-firm approval), or (iii) a US accredited investor (Rule 506(c)), as applicable.
Selected Jurisdictions (outside EU/UK/US)
Switzerland (CH)
This communication is directed exclusively at professional and institutional investors as defined under FinSA/FinIA (incl. "qualified investors"). It does not constitute a prospectus or a key information document under Swiss law and is not intended for distribution to non-qualified investors.
Singapore (SG)
Any offer, if made, will be made pursuant to exemptions under the Securities and Futures Act, Cap. 289 (including to institutional and accredited investors). No prospectus will be registered, and statutory conditions and transfer restrictions may apply.
Hong Kong (HK)
For distribution only to persons who are "professional investors" as defined in the Securities and Futures Ordinance (Cap. 571) and the Professional Investor Rules. Not for the general public in Hong Kong.
Australia (AU)
For "wholesale clients" only within the meaning of the Corporations Act 2001 (including Corporations Regulations). Not for distribution to, or reliance by, retail clients. No product disclosure statement has been or will be lodged.
Canada (CA)
Any offering would be made on a private placement basis to accredited investors and/or under other available exemptions from the prospectus requirements under applicable provincial securities laws (including NI 45-106).
United Arab Emirates / DIFC / ADGM (AE)
For Professional Clients and Market Counterparties only as defined by the DFSA (DIFC) or FSRA (ADGM) rules. Not approved for retail distribution in the UAE (outside the financial free zones) and not intended for the general public.
China (Mainland PRC)
Not for public circulation in the PRC (for these purposes, excluding Hong Kong, Macao and Taiwan). This communication does not constitute a public offering of securities, an investment solicitation, or the provision of securities investment advisory services in the PRC. No approval, filing or registration has been sought from or made with any PRC authorities (including CSRC, AMAC, SAFE or PBOC). Any PRC person wishing to invest may do so only to the extent permitted under applicable law.
India (IN)
Not for public distribution in India. This communication does not constitute a public offering, invitation or solicitation in India and has not been filed, registered or approved with any Indian authority (including SEBI or the Reserve Bank of India). Any interests, if offered, would be made only by way of private placement to persons who may lawfully receive such materials and invest under applicable Indian laws, including the Companies Act, relevant SEBI regulations (e.g., AIF/portfolio manager regulations), and the Foreign Exchange Management Act (FEMA).
Japan (JP)
Not for public offering in Japan. Any private placement would be made in compliance with the Financial Instruments and Exchange Act to qualified institutional investors and other permitted categories; transfer restrictions may apply.
Other Jurisdictions
Access and distribution are restricted to categories of investors who may lawfully receive such materials under their local regimes. Additional, jurisdiction-specific legends and selling restrictions will be provided in the official offering documents where required.
No Offer - No Advice
This website is for information only and does not constitute an offer to sell or a solicitation of an offer to buy any securities, interests or other financial instruments, nor investment advice. Any offering, where permitted, will be made only to eligible investors in relevant jurisdictions and only by means of official offering materials provided after completion of client categorisation.
General Disclaimers
Forward-Looking Statements
Certain statements herein may constitute forward-looking statements. Such statements involve known and unknown risks and uncertainties. Actual results may differ materially. No assurance is given that objectives will be achieved.
Past Performance
Past performance is not a guarantee of future results. Investment values can go down as well as up, and investors may make profit or lose all or a substantial portion of their investment.
Risk Factors
Investing in alternative assets is speculative and involves risk, including illiquidity, valuation uncertainty, leverage and financing risks, counterparty and operational risks, legal and regulatory risks, market and FX risks, and (where applicable) technology and custody risks relating to digital/ tokenized interests. A summary of key risks is provided for convenience only; the definitive risk disclosures are contained in the official offering documents.
No Offer - No Reliance - No Advice
This material is provided for information purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities or interests, nor investment, legal, accounting or tax advice. No representation or warranty is made as to the accuracy or completeness of the information herein. Any investment decision must be based solely on the official offering documents and independent advice.
Eligibility & Transfer Restrictions
Interests, if offered, are available only to eligible investors under applicable laws and are subject to transfer restrictions and holding limitations set out in the governing documents.
Valuation & NAV
Portfolio valuations and any reported NAV may include estimates, third-party appraisals and assumptions and are subject to change without notice. Figures may be unaudited unless expressly stated otherwise.
Fees, Expenses & Conflicts
Fees and expenses (including management and performance fees) are described in the offering documents. The manager and its affiliates may face potential conflicts of interest; policies are in place to identify and manage such conflicts, as described in the offering materials.
Sanctions, AML/KYC & Right to Refuse
Access and participation are subject to applicable sanctions, AML/CTF and KYC requirements. We reserve the right to deny or terminate access at our discretion to comply with such requirements.
Tax
No tax advice is provided. Investors are solely responsible for obtaining independent tax advice and for any tax consequences of an investment.
Confidentiality (if applicable to gated materials)
Non-public materials provided through the portal are confidential and may not be reproduced or distributed without prior written consent, except as required by law.
Website Terms & IP
Use of this website is subject to our Terms of Use and Privacy Notice. All content is provided "as is", without representations or warranties, and is protected by intellectual-property laws.
No Sale Where Unlawful
Nothing on this website constitutes an offer or solicitation in any jurisdiction in which such offer or solicitation would be unlawful. Persons accessing this website are responsible for ensuring compliance with all applicable laws and regulations.
Governing Law & Jurisdiction
These Legal & Regulatory Notices (and any non-contractual obligations arising out of or in connection with them) are governed by the laws of the Cayman Islands, and the courts of Grand Court of the Cayman Islands shall have exclusive jurisdiction, subject to any arbitration or jurisdiction clause set out in the Terms of Use or the applicable offering documents, if not otherwise agreed.
No Duty to Update
The information on this website is provided as of the date indicated and may change without notice. We undertake no obligation to update or revise any statements or information, whether as a result of new information, future events or otherwise.
Electronic Communications & E-Signatures
By using the Platform, you consent to receive electronic communications and agree that electronic signatures, E-mail consents and records shall have the same legal effect as originals, to the fullest extent permitted by applicable law.
Data Protection & Cookies
Personal data is processed in accordance with our Privacy Notice and Cookie Notice. By using the Platform, you acknowledge that you have reviewed those notices.
Restrictions on Redistribution
Materials accessed via the Platform are provided on a confidential basis. No reproduction, distribution or disclosure to any other person is permitted without our prior written consent, except as required by law.
Third-Party Links
Links to third-party websites are provided for convenience only. We may not control and are not responsible for the content or practices of any third-party sites and do not endorse any information contained therein, unless otherwise stated.
Language & Precedence
In case of any inconsistency between these Notices and any translated version, the English version prevails. In the event of any inconsistency between this website and the official offering documents, the offering documents shall prevail.
By accessing, browsing or using this website, portal or any related services (collectively, the "Platform"), you acknowledge that you have read, understood and agree to be bound by the Terms of Use, the Privacy Notice and any policies incorporated by reference. If you do not agree, do not use the Platform. If you access the Platform on behalf of an entity, you represent and warrant that you are duly authorised to bind that entity. Where applicable, you also confirm that you meet the applicable eligibility criteria for your jurisdiction and investor category.
Effective Date & Updates
Effective Date: September 10, 2025
Last Updated: September 10, 2025
We may update these Notices from time to time; your continued use of the Website/Platform constitutes acceptance of any changes.
Issuer & Contact
Issuer: Roldfire Capital, acting in respect of Roldfire Private Investment Club (SP).
Registered Office: 335 South Church Street, George Town, Grand Cayman KY1-1104, Cayman Islands
Contact: info@roldfire.com