Risk Disclaimers

Effective Date: March 2026

IMPORTANT LEGAL NOTICE: This page contains material risk disclosures. These disclaimers do not constitute legal or tax advice. Investors should consult independent legal, tax, and financial advisors before making investment decisions. This platform and its disclosures do not satisfy all regulatory requirements in all jurisdictions. Individual investors remain responsible for compliance with applicable securities laws.

1. General Disclaimer

Catalyst Asset Capital (CAC) provides information about real estate investment opportunities. The platform does not provide investment advice, financial advice, or personalized recommendations. Information published on CAC should not be construed as a substitute for professional legal, tax, accounting, or investment advice from qualified advisors licensed or qualified in your jurisdiction. Each investor is responsible for conducting independent due diligence and obtaining professional counsel before committing capital.

2. Investment Risk Disclosure

Real estate investments carry substantial risks. By accessing CAC and any investment opportunities offered through the platform, you acknowledge and accept the following material risks:

Total Loss of Capital

All real estate investments carry the risk of total loss of invested capital. Construction costs may exceed projections, property values may decline sharply, market conditions may deteriorate, or underlying assets may be lost through events beyond anyone's control. There is no guarantee of return of principal or any return whatsoever.

Illiquidity

Investments structured through CAC are highly illiquid. There is no secondary market where you can readily sell your interest. You may be unable to liquidate your investment when you need or want to. Redemption or exit opportunities, if any, are specified in individual offering documents and may be subject to restrictions, lock-up periods, or penalties. You should assume your capital will be committed for the full intended hold period.

Construction and Development Risk

Properties offered through CAC may be under construction or in development phases. Construction projects face numerous risks including: cost overruns, schedule delays, contractor insolvency or default, supply chain disruptions, design defects, permit delays, workforce shortages, and unforeseen site conditions. Construction risk can materially impair asset value and returns.

Market Risk

Real estate values fluctuate based on market conditions, interest rates, employment trends, demographic shifts, supply and demand imbalances, and investor sentiment. Property values can decline significantly and remain depressed for extended periods. Rental income and occupancy rates may fall below projections.

Currency and Foreign Exchange Risk

CAC operates across multiple jurisdictions including the UAE, KSA, Greece, France, and Lebanon. Investments may be denominated in different currencies (AED, SAR, EUR, USD, etc.). Currency fluctuations can materially affect returns to investors in other currencies. Foreign exchange losses may reduce investment returns or increase losses independent of property performance.

Geopolitical and Regulatory Risk

Investing across borders introduces geopolitical risks including political instability, changes in government, sanctions, trade restrictions, and shifts in diplomatic relations. Regulatory changes—including zoning, rent control, tax law, foreign ownership restrictions, or investment regulations—may adversely affect property values, operations, or the ability to realize returns. Certain markets served by CAC, including Lebanon and KSA, carry elevated geopolitical and regulatory risk.

Interest Rate and Financing Risk

If an investment involves leveraged debt financing, rising interest rates increase borrowing costs and debt service obligations. In stress scenarios, properties may be inadequately valued to cover debt obligations. Fixed-rate debt locks in borrowing costs; variable-rate debt exposes investors to refinancing risk.

Concentration Risk

Many opportunities on CAC are structured as single-asset Special Purpose Vehicles (SPVs) with concentrated exposure to one property or development. A single property failure substantially impairs or eliminates the investment. Investors should not concentrate a large portion of their portfolio in single assets.

Leverage Risk

If an investment utilizes debt financing, leverage magnifies both gains and losses. Declining property values can quickly erode equity. In distressed scenarios, creditors may foreclose, leaving equity investors with nothing.

Manager, Developer, and Key-Person Risk

Investment success depends partly on the competence, integrity, and continued involvement of developers, property managers, sponsors, and other key persons. Loss of key personnel, management changes, developer financial distress, or disputes among parties may impair asset performance and investor returns.

3. Projected Returns and Forward-Looking Statements

All target returns, yield projections, exit assumptions, appreciation forecasts, and financial projections are estimates based on assumptions. They are not guaranteed and do not represent promises of future performance. Actual returns may differ materially—positively or negatively—from projections. Projections involve inherent uncertainty. Past performance of real estate markets or specific investors is not indicative of future results.

4. Regulatory Status and Non-Registration

CAC Regulatory Status: Catalyst Asset Capital is registered in Dubai, UAE. Registration does not constitute registration as an investment advisor, broker-dealer, investment company, fund manager, or financial institution in any jurisdiction. CAC is not regulated by the Securities and Commodities Authority (SCA) of the UAE, the Dubai Financial Services Authority (DFSA), or any other financial regulator.

No Investment Advisor Status: CAC does not hold itself out as—and is not registered as—an investment advisor in the UAE, the United States (SEC), the European Union, the UK (FCA), or elsewhere. Regulatory status varies by jurisdiction and is subject to change.

Investment Vehicle Registration: Individual opportunities may be structured through separate Special Purpose Vehicles (SPVs) or legal entities registered in various jurisdictions, potentially including the Cayman Islands, Delaware (U.S.), the Dubai International Financial Centre (DIFC), the Abu Dhabi Global Market (ADGM), or other jurisdictions. The regulatory status and framework applicable to each opportunity will be disclosed in offering documents.

Investor Regulatory Compliance: Investors are solely responsible for ensuring their participation in any CAC investment complies with the securities, investment, tax, and other laws of their own jurisdiction of residence or citizenship. CAC does not provide legal advice on regulatory compliance.

5. Accredited, Qualified, and Sophisticated Investor Requirement

Many or all opportunities on CAC are available only to investors who qualify as "accredited," "qualified," "sophisticated," or "qualified institutional investors" under applicable laws. These definitions vary by jurisdiction:

• United States: Accredited investors as defined by SEC Regulation D (typically $1M net worth or $200K annual income)
• European Union: Professional or sophisticated investors as defined by MiFID II
• UAE: High-net-worth or institutional investors as per SCA and DFSA requirements
• Other jurisdictions: As defined by applicable local law

By participating in any investment through CAC, you represent and warrant that you meet the investor qualification requirements for that specific opportunity as set forth in the offering documents and applicable law. Misrepresentation of investor status may void the investment.

6. No Offer of Securities

Nothing on the CAC platform constitutes an offer to sell securities, a solicitation to purchase securities, or an offering of securities. Securities are offered only through definitive legal documentation prepared for each opportunity, including subscription agreements, confidential private placement memoranda (PPMs), prospectuses (where required by law), and other offering documents. These documents set forth material terms, risks, fees, and conditions. No investment should be made except through execution of such formal documentation.

7. Third-Party Information and Market Data

CAC publishes market data, property information, and analysis obtained from Knight Frank, JLL, CBRE, Savills, government statistical agencies, and other sources. While CAC endeavors to rely on reputable sources, CAC does not guarantee the accuracy, completeness, or timeliness of any third-party information. Market data can be outdated or subject to revision. Investors should independently verify material information before making investment decisions.

8. Developer and Partner Information

Information about specific development opportunities—including project details, financial forecasts, developer track records, and partner qualifications—is typically provided by developers, sponsors, or project partners. CAC conducts screening of developers and partners but does not guarantee or warrant the accuracy of information provided by third parties, nor does CAC warranty the competence or financial stability of any developer or partner. Investors should conduct independent due diligence on developers before committing capital.

9. Tax Obligations and Disclosures

Each investor is solely responsible for all tax obligations arising from investments through CAC, including income tax, capital gains tax, value-added tax (VAT), withholding taxes, reporting obligations, and other tax liabilities. Tax treatment varies significantly by investor jurisdiction, investor residency, investment structure, income type, and holding period. CAC does not provide tax advice. Investors should consult independent tax advisors qualified in their jurisdiction to understand all tax implications before investing.

10. Conflicts of Interest

CAC, its principals, employees, and affiliates may invest alongside platform investors in specific opportunities. CAC may receive compensation including structuring fees, management fees, performance fees, carried interest, or other fee arrangements. These conflicts are disclosed in individual offering documents for each opportunity. The presence of these arrangements should not be interpreted as an endorsement of an investment.

11. Forward-Looking Statements

Any statements about future performance, market trends, returns, valuations, or business prospects are forward-looking statements subject to risks and uncertainties. Actual results may differ materially. Forward-looking statements are based on assumptions that may not prove accurate.

12. Limitation of Liability

To the maximum extent permitted by applicable law, CAC's liability for any claims arising from use of the platform, reliance on information published, or investment decisions is limited as set forth in the Terms of Service. In no event shall CAC be liable for indirect, incidental, consequential, or punitive damages.

13. Jurisdiction-Specific Regulatory Notices

United Arab Emirates (UAE)

Catalyst Asset Capital is not regulated by the Securities and Commodities Authority (SCA) or the Dubai Financial Services Authority (DFSA). Investments through CAC may not be suitable for all investors. Investors should conduct independent due diligence and seek advice from licensed financial advisors in the UAE.

Saudi Arabia (KSA)

CAC is not licensed by the Saudi Arabian Capital Market Authority (CMA). Investments in Saudi properties or through Saudi entities may be subject to foreign ownership restrictions and capital controls. Investors should verify compliance with KSA law before committing capital.

European Union (Greece, France, and Other Member States)

CAC is not a regulated investment firm under the Markets in Financial Instruments Directive (MiFID II) or other EU financial services laws. Professional or sophisticated investor classifications apply. Investments may not be subject to the same protections as investments through regulated EU firms.

Lebanon

Lebanon has no formal regulatory framework for digital investment platforms. Currency and capital controls, banking system instability, geopolitical tensions, and regulatory uncertainty create elevated risks for investors. Investors should conduct extensive due diligence before committing to Lebanese investments.

14. Contact for Questions

For questions about these disclaimers or CAC's regulatory status, contact info@catalystassetcapital.com.