Investing in startups involves risks, including loss of capital, illiquidity, lack of dividends and dilution, it should be done only as part of a diversified portfolio. These investments are targeted solely at investors who are sufficiently sophisticated to understand these risks and make their own investment decisions.
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Overview

Start the capital raising process by joining Ice Dragons as a member. Membership is free and open to all UK residents aged 18 and over.

After you have read this how it works section and are interested in presenting a business idea to seek funding, then you need to become a registered user where you can further review the full terms and conditions of becoming an investee member.

Apply for a listing of your business, (which must be a limited company registered in the U.K.) by filling out Directors details and disclosures, stating the amount of investment you require and what proportion of the company equity you are selling. Everything is held in the strictest confidence (until we confirm that you will be listed on the web site) and is only seen by the Investment Panel, the full list of whom will always appear on this web site.  
 
If you think your idea is patentable, seek advice first, do not put it into the public domain (even a chat down the pub could be dangerous)
 
We'll review your disclosures to check that they appear fair, clear and do not mislead potential investors. By entering into this process you agree to some basic checks being undertaken on you and your other directors. These checks consist of Secretary/director reports and anti-money laundering checks with identity validation, an HM Treasury sanctions check and checking against the politically exposed persons database. These will be undertaken by a third party www.complianceassist.co.uk.
 
In the unlikely event that this raises issues you will be notified and given the opportunity rectify any anomalies. You can also upload photos or a video in support of your pitch. Once we're happy with your listing, it will go before our Investment Panel each one of whom will need to approve the application (see ‘’how the investment committee works’’ section below) after which your business idea and offer will be published for investors to review.

Keeping it simple, what we need from you

We have tried to keep the fund raising process as painless as possible.  We are not an on-line Venture Capitalist looking for large amounts of documentation and due diligence.  However the business needs to ‘sell itself ’ as the crowd needs good reasons to part with their money and this should be borne in mind when preparing materials.
 
The stages


Agree to our terms and conditions as part of signing up to membership on line. Be aware the Company will need to adopt a recommended set of articles of association, before the money from a succesful fund raising is released to you.  To make the necessary modifications you will need to hold a meeting of the directors and pass a Special Resolution, a copy of which needs to be sent to Ice Dragons Ltd.

Alternatively, you can send us your existing articles in electronic format, which will be checked by our Lawyers who will approve or request some additional clauses to give a degree of protection to the new shareholders.    See FAQ’s later (There is an additional fee for checking and amending Articles of Association in the region of £1500 which includes completion paperwork

Provide the basic details of your businesses and Directors so that we can undertake Identity Verification.

Upload information to a private section of the web site for review.  The ‘elevator pitch’ (a short summary used to quickly and simply define the business and its value proposition in approximately thirty seconds to two minutes.

You should also have:-

A short business plan (more detail is given under Pitch your Idea) 
 

Financials projections

  • We strongly suggest a short video pitch describing the business idea and showing the enthusiasm of the team.  It is a powerful tool for you to demonstrate your investment potential.  Make it succinct and compelling, no more than 2 minutes long. It will help bring your business to life, show that you are serious and add credibility to your pitch, which will have a significant impact on investing. 

Let us know if you qualify for EIS or SEIS tax relief, which is a great incentive for investors.  You will need to have applied and be approved by HMRC before your pitch goes live so you can have the EIS or SEIS logo displayed.

In preparing this material it must be remembered that everything you upload will eventually all be shown to our membership so the communication must be fair, clear and not misleading.  Do not include any trade secrets, (we cant stop your competition being members) or information that could jeopardise an imminent patent application.  Transparency is key, if there is vital information you can’t put on the web site, we can’t put you forward for crowd funding.  Everything we know about your business we must share with the crowd of potential investors.

The Investment Committee will review and may contribute ideas to your ‘pitch’.  If approved your information is uploaded to the “crowd facing” section of the website for an agreed period of time.

The Crowd then ‘vote’ by choosing to invest.

Reasons often given for someone choosing to invest (in order of importance)

  • They like the idea, especially if it has a socially positive impact
  • They feel involved, contributing ideas to the business and watching progress

  • They like the team and can see job creation possibilities

  • They can see the possibility of a financial return

  
The process

When funding has been secured,

We or Solicitors will prepare the shareholder register, check adoption of articles etc.

Go Cardless deduct our fee of 6% before you or the Solicitor undertaking completionreceive the investment

We prompt the payment of money via Go Cardless which is sent directly to your or the completion solicitors bank account (we never hold client money).

We or the Solicitors send the investors their share certificates based on the information above, (combined register and payment information)

Quarterly On going commitments to Ice Dragons

For display in the private section, (where only your investors can see) a short report confirming progress against some agreed KPI’s, any significant break through or problems and Management accounts including a basic cash flow.

The Investment Panel and how it works

The Investment Panel (also known as Advisory Panel) is made up of the Chairman, Anthony Record, and the CEO, Adrian Walker augmented by a range of external advisors: -
 
Roddy kemp is experienced in business strategy and understands intimately the challenge of strategically and operationally running a business.  He started his career with Renault cars, first in the UK and then France. For many years he worked in advertising, advising clients as diverse as Twinings Tea, United Biscuits, Bayer, Allianz Cornhill, Motorola, The Football Association, Lilly, BAA and L’Oreal.  He is the lead Partner of Clarity RES, a research & consulting business. Roddy passionately believes that for any business, the key is to define a simple, honest, competitive proposition that is then single-mindedly taken through all its operations and communications.

Keith Lough has 30 years experience in the energy industry including experience as a main Board Director both in publicly-listed companies, in the UK and North America, as well as privately-funded businesses. Educated at Edinburgh University and London Business School he is also a FCCA and has previously worked for British Energy plc, LASMOplc and Composite Energy Ltd, where he was CEO and a founding Director until the sale of that business in 2011. He is currently Non Executive Director 3 companies in the oil and gas and mining sectors and the UK Gas and Electricity Markets Authority

Warren Martin, Chairman of WGC Ltd. has, over the last four decades, built a successful business in the highly competitive soft service sector, market leader in outsourcing for hotels, servicing 7 million rooms per year.  He has been involved with a number of successful start-up businesses, having recognized the potential and been one of the first to market in both coffee shops and retail internet.  He has recently taken an interest in the software sector where his fellow shareholders are a global accountancy firm, specialising in business intelligence.

Rashmi Sinha, has c. 20 years of experience in advising on corporate finance transactions (M&A, private fundraising and IPOs, refinancing and strategic partnerships).  Rxxxx's experience has included advising on a number of strategic transactions for brands/buyers where the business is founder or entrepreneur-led, for example Jack Wills, The Rug Company, Cath Kidston, DFS and Original Additions.

Rashmi started her career working for blue chip advisory houses such as Barings and Schroders (latterly Citigroup) working as a generalist in UK corporate finance.  She later became Head of Retail for two boutique corporate finance houses.  Rashmi is currently an independent corporate finance adviser specialising in advising brands and is a senior adviser to Smith Square Partners. She is also a founder director of Hillside Way, a business that owns the brands Betty&Walter and Ada Rose.
 
How it works
 
There are a number of potential channels directing start up businesses to Ice Dragons, where each business will be requested to up-load a business plan, financial projection and undertake a management assessment. All businesses irrespective of source are subject to an identical vetting process which is as follows: -

Does it score fully on our initial basic criteria?

A limited company registered in England & Wales

Company and Directors passing appropriate credit checks & Money Laundering investigation by Compliance Assist

A company not in the Financial services sector, property and real estate

The investment is for early stage growth or strategic acquisition
 
Does it score highly (70% or above) on our secondary criteria?
 
A Director / Management team retaining a significant equity stake after fund raising
The business is based on a novel or unique proposition in a technology, bio- tech, software, manufacturing, electronics, renewable energy or ‘cleantech’, healthcare or digital sector.
A vision of market position & a revenue generating model
Using the Internet to deliver a significant part of the business process
Significant growth potential in value
Significant growth potential in jobs or Job preservation
Visibility of income giving a degree of predictability of financial performance.
Enterprise will generate positive cash flow within 12 to 18 months
That the Business has growth potential to at least double in value thus providing a return that is fair and reasonable, over a 3 to 5 year period with an exit plan.
That the business in interested in developing strong partnerships with Ice Dragons, agreeing shared goals and objectives from the outset.
The business is based in a disadvantaged area as defined by HMRC
The Company has a capital need of not more than £1 million and preferably an amount in the Ice dragons target range of £50,000 to £250,000.
Investment is for Early-stage growth or expansion capital, or Strategic acquisitions of existing business,
 
The following uses of investment would not be considered
 
•       Management or leveraged buyouts,
•       Recapitalisation to create liquidity for founders, management teams or family members
•       Purchasing of property, real estate or starting a financial organisation
 
When a business scores fully on stage 1 and highly on stage 2 then a financial summary and short report is prepared for the Investment committee

The committee will consider the application, further information can be requested and when all members have considered this the committee votes.  A majority vote the members of the commitee means that the business is accepted for promotion on the Ice Dragons web site.
 
Investment
 
If the crowd like what they see and choose to become your advocates and investors they can invest from £100. If you reach the full amount within the time frame we have agreed (usually three months), we go to the final stage; if not, we do not take money from investors. You are still free to use any ideas that have been contributed during the fund raising process and if we have learnt how better to present the idea it can be represented, although we will be transparent as to the number of times you have sought previous fundraising.
 
Final stages
 
We'll conduct some more legal due diligence andcompletion documentation. A fee of 6% of the money you've raised through us then becomes due.
 
Post-Investment
 
Build and develop your business idea whilst getting support and connections from your investors and the Ice Dragons support team. Shareholders hold their own shares so you will need to communicate with each on shareholder and legal issues, however we use our own administration or a third party such as David Venus & Company ltd to maintain the share register and help you in this process. We are keen for you to succeed so for 1.0% of the sum raised per annum we can deliver the following services:-
 
·      Monthly review of company finances and feed-back from the investment committee.
·      Help set and review Key Performance Indicators
·      Prepare report for investment committee and summary for the investors to keep them informed as to progress
·      Provide reminders on the many vital statutory returns and assist in preparing Companies House returns
·      Signposting to other sources of information on legal, accounting and governance and venture capital (these are independent suppliers with whom we have worked over the years and have found to be excellent, we do not receive any commissions from them)
·      Introduction to Lawyers, Insurance and PI providers (again no commissions or charges for any introduction or appearance on our web site)

·      Virtual membership of Welsh Ice and Help line on company secretarial matters during normal office hours

 
You can opt out of these services and the 1.25% charge after the first 12 months although you must always adhere to the good discipline of providing us with your monthly accounts and a monthly business summary.
 
Payments to shareholders through Dividends & Exiting
 
We have stressed to investors that in the early days surplus funds will usually be reinvested into the business thus the payment of dividends will be rare. However whenever you pay dividends, the full amount is passed to the shareholders with no fee to Ice Dragons. When you float or sell the company, we'll pass the proceeds to the investors minus 10% of the increase in value of their investment.
 
If despite your and our best efforts the company doesn't succeed, you don't owe Ice Dragons or the Investors anything – it's a shareholding, so your investors share in both the upside and down side risks with you.
 
Please download the following document regarding articles of association, which will need to be adopted by your company. Here