Compliance

1. Overview

RepInvest operates a private, pooled investment vehicle for a limited number of members. Rather than performing regulated functions in-house, RepInvest relies on established third parties for custody, investment management, identity verification, and banking.

2. Entity & Structure

• Entity: RepInvest, LLC — a limited liability company
• Purpose: To pool capital contributions from members and invest through accounts held at Morgan Stanley
• Operating business: None — exists exclusively as a passive investment vehicle
• Management: Managed by its Managing Members in a strictly administrative capacity
• Tax treatment: Treated as a partnership for U.S. federal income tax purposes. Investors receive Schedule K-1 (partnership tax reporting).
• Governing law: State of Delaware

3. Regulatory Status

Investors confirm at onboarding that they are either an “Accredited Investor” as defined under Regulation D of the Securities Act of 1933, or a financially sophisticated investor capable of evaluating the merits and risks of this investment.

4. KYC & AML Program

Identity verification is performed through Plaid Technologies, Inc., with manual document review by RepInvest administrators where instant verification is unavailable, before any investor may transact.

• Identity verified against a government-issued document, a selfie match and authoritative data sources
• Full Social Security Number collected and verified as required for customer identification
• Document review by fund administration where instant verification cannot be completed
• Bank account ownership verified through Plaid before any withdrawal is paid
• Every verification outcome recorded with its evidence and retained for the investor relationship

5. Custody of Assets

Fund assets are custodied with Morgan Stanley Smith Barney LLC. RepInvest does not act as custodian of investor securities. Investor ownership is tracked in RepInvest's internal unit ledger, which is the source of truth for member balances.

6. Payment Compliance

Deposits are made by wire transfer directly to the RepInvest Morgan Stanley account. Withdrawals are wired manually from Morgan Stanley to the investor's bank account. All payment compliance obligations are handled by RepInvest administrators in coordination with Morgan Stanley.

• Every investor acknowledges wire deposit instructions via the Payment Services Agreement before any deposit is processed
• Each deposit generates a unique wire reference code for traceability
• Bank account ownership is verified through Plaid Technologies, Inc. prior to withdrawal processing
• Bank account details for withdrawals are encrypted and stored only for the purpose of sending withdrawal wires

7. Data Protection

RepInvest is subject to federal and state laws governing personal and financial information, including the Gramm-Leach-Bliley Act (GLBA). Full detail is in our Privacy Policy.

• TLS 1.3 encryption in transit; AES-256 encryption at rest for sensitive data
• Role-based access controls limiting employee access on a need-to-know basis
• Social Security Numbers are never stored in full — only the last four digits are retained
• Banking credentials are never shared with or stored by RepInvest

8. Recordkeeping & Audit Trail

RepInvest maintains an immutable, append-only audit log of material account and fund events, alongside an append-only unit ledger recording every issuance, redemption, and adjustment.

• Transaction records: retained a minimum of 7 years
• KYC documents: retained 5 years following termination of the relationship
• Audit logs: retained a minimum of 3 years
• Consent records (PSA and Investor Agreement): retained indefinitely
• NAV snapshots: recorded weekly and immutable once written

9. Conflicts of Interest

Investors acknowledge and consent to potential conflicts, including that:

• The Managing Members may have other business interests
• Morgan Stanley may receive compensation from investments
• The Managing Members may hold other accounts with Morgan Stanley

These conflicts are mitigated through transparent weekly NAV pricing, an immutable audit trail, independent custody with Morgan Stanley, and a fee structure capped at 2% per annum with no performance-based compensation unless separately disclosed.

10. Compliance Contact

• Compliance & Legal: legal@joinrepinvest.com
• Privacy: privacy@joinrepinvest.com
• Support: support@joinrepinvest.com