Legal
Risk Disclosure
Investing in an unlisted company is among the riskiest things you can do with money. This page is not a formality — read all of it before you commit anything.
Last updated 21 August 2026
You should be prepared to lose the entire amount you invest, and to be unable to sell your holding for many years, or at all. Do not invest borrowed money, money you will need, or money you cannot afford to lose.
1You can lose everything you put in
An investment in an unlisted company is not a deposit and is not protected. If the business fails, ordinary shareholders are paid last — after employees, after secured lenders, after every other creditor — and in most failures there is nothing left by the time that point is reached. Total loss of the amount invested is a realistic outcome, not a remote one. Invest only what you can afford to lose entirely.
2You may not be able to sell, for years or ever
There is no market for these shares. MSME Exchange does not operate a secondary market, does not facilitate transfers between investors, and has no plan to. An exit depends entirely on the company — a buyback, an acquisition, a later round that includes a secondary sale, or a listing — and none of those is promised, scheduled or within anyone’s control. Treat the money as locked away indefinitely.
3No price exists, so no valuation is a market valuation
Because nothing trades, there is no market price. Any valuation you see is the company’s own stated figure, at the date it stated it, and it may be far above what anyone would pay. MSME Exchange does not publish a current price, a mark-to-market value, or a return figure for an unlisted holding, because no honest one can be calculated.
4Returns are never guaranteed, promised or projected by us
No return is assured. Where a return range appears against a listing, it is the issuing company’s own stated terms, attributed to it — it is what the company says it intends, not what will happen, and not something MSME Exchange has assessed or endorsed. Any promise of a guaranteed or assured return on an equity investment should be treated as a warning sign about the person making it.
5Your stake can be diluted
If the company raises money again, issues shares to employees, or converts a loan into equity, your percentage of the company falls. It can be issued at a lower price than you paid. Small shareholders in an unlisted company rarely have the rights to prevent it.
6You have little control and limited information
A minority shareholder in a private company does not run it. Decisions about strategy, hiring, further fundraising and sale are taken by the founders and the board. Disclosure obligations are far lighter than for a listed company, and after you invest, the flow of information may be limited to what the company chooses to send.
7MSMEs carry concentrated, specific risk
A small business often depends on a handful of customers, one or two people, a single supplier, or one line of credit. A change in any of those can be fatal in a way it would not be for a large diversified company. Sector shocks, regulatory change, delayed receivables and input-cost swings all hit harder at this size.
8Verification is not a guarantee
A completed check means a named source was consulted on a stated date and returned what we recorded. It does not mean the business will succeed, that its management will act well, or that its projections are achievable. Verified information can also be true and still incomplete, and it can go out of date the day after it was obtained.
9Allotment can fail, and the repayment duty is the company’s
Under Section 42(6) of the Companies Act 2013 the company must allot within 60 days of receiving your money, failing which it must repay you within a further 15 days, with interest at 12% per annum thereafter. That duty is the company’s. MSME Exchange never holds your money and cannot repay it. If the company does not comply, your recourse is against the company.
10Exchange investor-protection mechanisms do not apply here
MSME Exchange is not a recognised stock exchange. The investor grievance redressal machinery administered by the stock exchanges and depositories, and the online dispute resolution facility they jointly operate, are not available to you for an investment made here. SEBI has said so publicly about platforms of this kind. Our own grievance process is what you have, and it is not a substitute for the statutory machinery that applies to a listed security.
11Tax is yours to work out
The tax treatment of unlisted shares — on dividends, on a sale, on a buyback, on a loss — depends on your own circumstances and changes with the law. MSME Exchange does not give tax advice. Speak to a chartered accountant before you invest.
12What we do not do
MSME Exchange does not rate, rank, recommend or endorse any investment, and does not assess whether one is suitable for you. It is not an investment adviser and holds no registration under the SEBI (Investment Advisers) Regulations 2013. Nothing shown to you here is advice.
Take independent advice from a SEBI-registered investment adviser, and independent tax advice from a chartered accountant, before you invest. Read the company’s private placement offer letter (Form PAS-4) in full — it, not this platform, sets the terms of what you are buying.
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