Liquidity and transfers

This is a private fund. Units are not listed, and you should plan on holding for the long term. This page sets out what restricts a transfer, what is possible today, and what is not.

The holding period

Units are restricted securities. Federal securities law imposes a minimum holding period of twelve months from the date you acquire them before they can be resold, and that clock runs per acquisition rather than per account. Units bought in a later subscription, and units created by reinvesting a distribution, each carry their own date.

Because only units that have already served their twelve months can be listed for transfer at all, a buyer on the marketplace receives units that are already unrestricted and does not start a new twelve month wait. The seasoning belongs to the units rather than to the holder.

How transfers are controlled

A transfer cannot happen simply because two people agree on one. Every account that can hold the fund asset has to be authorised first, and that authorisation is operated through our issuance and transfer agent partner rather than by the holders themselves.

• Only approved accounts can receive units. An account that has not been through onboarding cannot be sent them.
• Authorisation can be withdrawn where compliance requires it, which is what allows the register to stay accurate.
• Units cannot be moved to an outside wallet. The permissioning is the mechanism that keeps the holder base within what the offering allows.

This is deliberately more restrictive than a public instrument. The exemption the fund is offered under limits who may hold it, so the ledger has to enforce the same limit. See viewing your holding on chain for how to inspect the record.

The marketplace

The platform includes a noticeboard where holders whose units are past their restriction can advertise them, and other approved investors can respond. ADR sets no prices, matches nobody and takes no fee on a transfer. Every transfer that results still passes the full set of Operating Agreement checks and needs the Manager's written consent, and settlement happens at a month end rather than on demand. See the marketplace.

Withdrawing uninvested cash

Money sitting in your account that has not been allocated to a fund is a different matter to your units. It has not bought anything, so no holding period applies to it, and it can be returned to the bank account you funded from.

Before you invest

Treat this as capital you will not need back at short notice. Read the private placement memorandum, the operating agreement and the subscription agreement, which set out the transfer restrictions and the expected horizon in full. They govern, and nothing on this page changes them.