06 · Risk Disclosure — Flow 1 (SAFE investors)

Must be provided to, and acknowledged by, every investor before the SAFE is signed. Attach to the SAFE (doc 01). Draft for counsel review. Not legal advice, not an offer of securities, not investment advice.

Read this in full. If you cannot afford to lose the entire amount, do not invest.

1. Total loss

This is an early-stage, pre-revenue, pre-incorporation venture. The most likely outcome for any single early-stage venture is failure. You may lose 100% of your money. There is no guarantee of any return, ever.

2. What you are buying — and what you are not

You are acquiring a right to future equity in U21C (the technology/management company). You acquire no interest in any Waqf, in Waqf capital, or in Waqf assets — those are separate, charitable and irrevocable, and can never be distributed to you.

3. The company does not exist yet

U21C is not yet incorporated. Your counterparty today is EVA DAVA EOOD (Bulgaria) acting as temporary administrator. If U21C is never incorporated, or the conversion does not occur, your rights may be of no value. There is no repayment obligation and no interest.

4. No income, no dividends, no liquidity

No interest, no coupon, no guaranteed dividend. The instrument is illiquid: there is no market, no listing, and no redemption right. You may be unable to exit for many years, or ever. Transfer requires consent.

5. Dilution

Future financing rounds may dilute your holding substantially. The valuation cap and discount do not protect against later dilution or a lower valuation.

6. Regulatory & licensing risk

The intended structure depends on outcomes not yet secured: DIFC incorporation of U21C; a Labuan waqf licence; and the ability to operate without a discretionary asset-management licence (by using licensed brokers/advisers). Regulators may disagree with the intended treatment, require licensing and capital, or refuse authorisation — which may change or defeat the model.

7. Shariah risk

The project is not yet Shariah-certified. The fatwa and the Shariah treatment of the structure (including the SAFE, the Waqf, Qard Hasan and Success Sadaqah) are pending review by the Shariah Supervisory Board. An adverse or restrictive determination may require material changes, or make parts of the model unworkable.

8. Key-person, execution & concentration risk

The venture depends heavily on a very small team and on the founder. Loss of a key person, or failure to execute the MVP, licensing or fundraising, may end the project.

9. Financial projections are not promises

Any figures shown (market size, corpus growth, fee income, yields of ~6–8%, scenarios to 2030) are forward-looking estimates based on assumptions that may prove wrong. They are not forecasts, guarantees or representations of future performance. Actual results may be materially lower — or nil.

10. Not a public offer; no regulator has reviewed this

This is a private placement to qualified investors. It is not an offer of securities to the public. No prospectus has been produced. No regulator has reviewed or approved this document, the SAFE or the project. You do not benefit from investor-compensation or deposit-guarantee schemes.

11. Conflicts of interest

The founder is the sole shareholder of EVA DAVA (which holds funds and keeps the Registry) and will be a shareholder of U21C. EVA DAVA has other, unrelated businesses; funds are segregated (doc 03), but the arrangement is not a licensed escrow.

12. Tax

Tax treatment depends on your circumstances and may change. Seek your own advice. We give no tax advice.

13. Your acknowledgement

By signing the SAFE you confirm you have read and understood this disclosure, that you are a qualified investor, that you rely on your own due diligence and advisers, that you have received no guarantee, and that you can bear the total loss of your money.

Investor: __________ · Date: __________