Risk Disclosure

Launchbay CAPITAL FZCO

a free zone company incorporated in IFZA, Dubai, UAE

Company Registration Number: 15802

RISK DISCLOSURE STATEMENT

Last Updated: August 25, 2026

Introduction

Launchbay Capital FZCO (hereinafter "LBX" or "the Company"), a free zone company incorporated in the International Free Zone Authority (hereinafter "IFZA"), Dubai, United Arab Emirates, provides this Risk Disclosure Statement (hereinafter "the Statement") to all users of its technology platform LBXPro, LBX Wealth application, and any platform the Company operates (hereinafter collectively "the Platform"), and to eligible participants in Golden Records issued by Launchbay Digital Assets LLC (hereinafter "LBDA") (hereinafter "Clients" or "you").

The Company is not a regulated investment firm, broker-dealer, investment adviser, fund manager, or financial institution in any jurisdiction. The Platform is a technology interface only. This Statement is issued as a matter of good practice and in furtherance of the Company’s commitment to transparency with its Clients. Nothing in this Statement constitutes investment advice, a recommendation, or an offer or invitation to participate in any Golden Record or other arrangement.

This Statement provides Clients with information in general terms regarding the nature of risks associated with accessing the Platform and, where applicable, with participation in Golden Records. It must be noted that this Statement cannot and does not disclose or explain all of the risks and other significant aspects involved. Clients are strongly encouraged to seek independent financial, legal, and tax advice before making any decision.

1. General Risk Warning and Acknowledgement

Clients should not access the Platform or participate in Golden Records unless they know and have a clear understanding of the risks involved. Clients should acknowledge and understand that, prior to deciding to participate in any Golden Record, they should carefully consider their investment objectives, risk tolerance, financial resources, and level of experience. If Clients do not understand the risks involved and associated with participation in Golden Records, they should seek independent professional advice prior to proceeding.

Clients acknowledge, understand and accept that participation in Golden Records entails substantial risks, the degree of which depends on the nature of each Golden Record and the underlying assets to which it relates, and may not be suitable for all persons. The value of a Golden Record may increase or decrease, and Clients may lose the entirety of their committed capital. By accessing the Platform and participating in any Golden Record, Clients accept and are willing to undertake such risk.

Information regarding the previous or past performance of any asset or arrangement is not a guarantee of current or future performance. The use of historical data does not constitute a binding or safe forecast as to the corresponding future performance of any Golden Record or underlying asset. When Golden Records are denominated in, or generate returns in, a currency other than a Client’s reference currency, any changes in exchange rates may have a negative effect on their value, price, and performance.

2. Eligible Clients

The Platform and Golden Records are available only to persons who are not U.S. Persons (as defined in Regulation S under the U.S. Securities Act of 1933, as amended) and who qualify as professional, eligible, or qualified investors under the laws of their jurisdiction of residence. Clients acknowledge, understand and accept that they are solely responsible for ensuring that their access to the Platform and participation in any Golden Record complies with all applicable laws and regulations in their jurisdiction. The Company makes no representation that the Platform or any Golden Record is appropriate or lawfully available in any particular jurisdiction.

3. General Risk Types

The types of risks described below could have an impact on each Golden Record, the nature and extent of which varies depending on the underlying asset, jurisdiction, and structure of the relevant arrangement. The risks below are not exhaustive but provide a general guideline.

Market Risk: is the possibility of loss due to factors that affect the overall market or the specific asset class underlying a Golden Record. Fluctuations in the value of underlying assets depend on, among other things, supply and demand dynamics, investor perception, political and macroeconomic factors, and sector-specific developments, all of which are inherently unpredictable and outside the control of the Company or LBDA.

Liquidity Risk: is the risk arising from the lack of marketability of a Golden Record, which cannot be transferred, redeemed, or exited quickly enough to prevent or minimise a loss. Golden Records represent interests in private market assets. There is no established secondary market for Golden Records, and no assurance that one will develop. Clients should assume that their participation may be subject to extended lock-up periods and that they may be unable to transfer or exit their position at the time or price they desire.

Valuation Risk: is the risk that the stated value of a Golden Record may not reflect the price at which the underlying asset could actually be realised. Private market assets are not publicly traded and may be difficult to value. Valuations are typically conducted on a periodic basis and may be based on estimates, internal models, or subjective assumptions. There may be significant delays between a change in the underlying asset’s value and its reflection in the stated valuation of a Client’s Golden Record.

Credit and Counterparty Risk: refers to the risk that a counterparty may fail to perform its contractual obligations. Clients acknowledge, understand and accept that Golden Records involve reliance on LBDA, its fund manager, and a network of third-party service providers, including custodians, compliance administrators, and infrastructure providers. There is a risk that any such counterparty may fail to perform its obligations, become insolvent, or cease operations. The Company does not assume liability for the acts or omissions of LBDA, its fund manager, or any third-party service provider involved in administering any Golden Record.

Operational Risk: is the risk of loss resulting from inadequate or failed internal processes, personnel, or systems, or from external events affecting the Company, LBDA, or any third-party service provider involved in the issuance or administration of Golden Records. Clients acknowledge, understand and accept that the Company cannot guarantee the uninterrupted or error-free operation of any process involved in administering Golden Records.

Currency Risk: is the risk that movements in exchange rates may have a material adverse effect on the value of a Golden Record or the amount a Client receives on any account transaction. Currency markets are highly volatile and exchange rates are influenced by a range of factors outside the control of the Company or LBDA.

Concentration Risk: is the risk arising from significant exposure to a single asset, sector, geography, or manager. Golden Records may represent exposure to a single underlying asset or a concentrated set of assets. Clients acknowledge, understand and accept that concentrated exposure of this nature increases the risk that an adverse development affecting a particular asset or manager will have a disproportionate impact on their position. Diversification across multiple asset classes and managers is the Client’s own responsibility.

Political and Regulatory Risk: is the risk that political changes, economic instability, or changes in law or regulation may adversely affect the value or continued availability of a Golden Record. The regulatory treatment of tokenised assets and private market interests is evolving across jurisdictions. Laws and regulations applicable to Golden Records, the Company, or LBDA may change in ways that adversely affect the value, transferability, or legal status of a Golden Record.

4. Specific Risks Associated with Golden Records and Tokenised Assets

Golden Records involve the use of distributed ledger technology and tokenisation. In addition to the general risks described above, Clients should be aware of the following specific risks associated with such instruments.

Tokenisation and Distributed Ledger Risk: Golden Records are recorded and administered using distributed ledger technology. This technology carries specific risks, including network failures, protocol changes, hard or soft forks, and the rapidly evolving and nascent nature of blockchain infrastructure generally. The Company does not guarantee the security, continuity, or performance of any underlying blockchain network or tokenisation infrastructure.

Smart Contract Risk: To the extent that smart contracts are used in connection with the issuance or administration of Golden Records, Clients acknowledge, understand and accept that such contracts may contain bugs, errors, or vulnerabilities that, if exploited, could result in the loss of assets or the incorrect execution of instructions. Smart contract code may not have been independently audited and cannot be guaranteed to be free from defect.

Private Key and Wallet Risk: Access to blockchain-based assets associated with a Golden Record may depend on the safekeeping of cryptographic private keys or wallet credentials. Clients acknowledge, understand and accept that loss of, or unauthorised access to, such keys or credentials may result in the permanent and irrecoverable loss of access to the relevant assets. The Company does not assume responsibility for the custody or security of any private keys or wallet credentials held by or on behalf of a Client.

Early Stage Platform Risk: The Company and the Platform are at an early stage of development. There can be no assurance that the Platform will achieve or maintain the operational scale necessary for its continued functioning, and the Company reserves the right to modify or discontinue the Platform or any feature thereof at any time. Clients should not assume that the Platform or any of its features will remain available indefinitely.

Leo AI Assistant Risk: The Leo AI Assistant (hereinafter “Leo”) is an artificial intelligence-powered informational tool embedded within the LBX Wealth application. Leo is not a financial adviser, investment adviser, legal adviser, tax adviser, or any other regulated professional, and nothing Leo says constitutes advice, a recommendation, a forecast, or an opinion on which Clients should rely. Clients acknowledge, understand and accept that Leo’s responses are generated by artificial intelligence, may be incomplete, inaccurate, or outdated, and must not be relied upon as a substitute for independent professional advice. The Company accepts no liability for any decision made in reliance on any output generated by Leo.

5. Costs and Charges

Clients should ensure that they are aware of and understand all fees, costs, and charges that may be applicable to their use of the Platform and their participation in any Golden Record. Charges may be structured as fixed amounts or as a percentage of a transaction or commitment value and may be subject to change in accordance with the applicable Platform Agreements. It is the Client’s responsibility to review and understand all applicable costs prior to participation, and to monitor any changes thereto.

6. Taxation

The Company does not warrant or guarantee that a Client’s participation in any Golden Record is not or will not become subject to tax or any other duty, whether as a result of changes in legislation, changes in a Client’s personal circumstances, or otherwise. Tax laws are subject to change without notice. It is the responsibility of each Client to make appropriate arrangements in respect of any taxes and other duties that may accrue in connection with their use of the Platform or participation in any Golden Record. The Company does not offer tax advice.

7. Technical Risk and Communications

Clients acknowledge, understand and accept that the Company cannot be held responsible for risks of loss caused as a result of failure, malfunction, interruption, disconnection, or malicious acts affecting information systems, communication systems, electronic systems, or other infrastructure used in connection with the Platform, and that Clients bear responsibility for any such risk as it pertains to their own systems and devices.

The Company bears no responsibility where Clients experience difficulties accessing the Platform or communicating with the Company due to hardware failure, software malfunction, server error, failure of communication lines, or internet disruption, the result of which may include the failure of instructions to be received or processed in the manner intended by the Client.

Clients acknowledge that unencrypted information transmitted electronically may not be protected from unauthorised access. Clients are responsible for the security of their own communications with the Company and accept the risk of any loss arising from unauthorised third-party access to such communications.

8. No Investor Protection Scheme

The Company is not a participant in any investor protection or compensation scheme in the UAE, the Dubai International Financial Centre (“DIFC”), or any other jurisdiction. Clients acknowledge, understand and accept that, in the event of the Company’s or LBDA’s insolvency or cessation of operations, they may not have access to any statutory compensation arrangement, and that their recourse would be limited to contractual claims under the applicable Platform Agreements and Subscription Documents.

Acknowledgement

By accessing the Platform and, where applicable, by participating in any Golden Record, Clients confirm that they have read, understood, and accepted this Risk Disclosure Statement in its entirety; that they are aware of and willing to bear the risks described herein; that they have had the opportunity to seek independent professional financial, legal, and tax advice and have done so to the extent they consider appropriate; and that they understand that this Statement does not purport to be an exhaustive description of all risks and that additional risks not identified herein may exist.

This Risk Disclosure Statement should be read alongside the Platform Terms of Service and Privacy Policy. It does not govern account, service, or transaction matters, which are addressed in the applicable Platform Terms of Service.