Regulatory Structure

iBTCY is issued by SD Global Capital Limited (BVI), structured as a contractual debt obligation. The Aarc website and platform user experience may be operated by Plexus Labs Pte. Ltd. (Singapore). Platform terms, privacy, and dispute resolution for platform use are separate from the Subscription Agreement with the issuer. See Platform and issuer.

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Issuer

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Product Classification

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iBTCY

iBTCY is properly characterized as a contractual debt obligation of the issuer, not as a participating interest in a mutual fund or collective investment scheme.

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BTCY

BTCY is a technical wrapper and does not constitute a separate issuer obligation, security, or investment product. All economic rights flow through the underlying iBTCY.

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What iBTCY Is NOT

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Holder Rights

iBTCY holders have:

• Contractual right to returns per the Subscription Agreement
• Contractual right to redemption per the Subscription Agreement
• Unsecured creditor claim against the issuer

iBTCY holders do NOT have:

• Ownership of underlying assets
• Security interest or collateral
• Direct claim against custodians or service providers
• Third-party guarantee
• Government or deposit insurance

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Governing Law

Platform use may be governed by Singapore law under separate Plexus terms; see Platform and issuer.

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Business Days

For the Transaction Documents, Business Day means a day (other than a Saturday, Sunday, or public holiday) when commercial banks are open for general business in Road Town (BVI) and London (UK), unless another definition applies in a specific document.

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Legal Opinion

The issuer has obtained a BVI legal opinion from Travers Thorp Alberga (dated 6 February 2026) covering principal BVI regulatory considerations. On the facts described to counsel and subject to the assumptions, qualifications, and conditions in that opinion, it concludes in summary:

• iBTCY should be capable of being structured as a contractual debt obligation of the issuer (rather than as a participating interest in a mutual fund), provided constituting instruments and operational reality support creditor claims against the issuer only
• Issuance and distribution should not, on the facts described, require prospectus-style BVI registration, provided primary issuance is restricted to eligible investors through controlled onboarding
• The issuer should not, on the facts described, be required to register under the BVI Mutual Funds Act, Securities and Investment Business Act, or Virtual Assets Service Providers Act, subject to the conditions stated in the opinion
• Holders should be capable of being confined to contractual claims against the issuer without direct rights against the underlying fund or named service providers, provided documentation excludes third-party rights clearly
• BTCY as a wrapper does not of itself alter issuer-level conclusions, provided the issuer does not operate BTCY venues, BTCY does not confer governance rights over the issuer, unwrapping stays KYC-gated, issuer-only recourse is preserved, and the issuer does not provide execution infrastructure for BTCY secondary trading

The opinion is addressed to the issuer only and may not be relied upon by investors. Each conclusion depends on facts and implementation.

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Programme Size

The programme is authorised to issue Notes up to an aggregate value of USD 500,000,000 (or BTC equivalent), subject to increase by further director resolutions.

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Maturity

Notes are perpetual with no stated maturity. They remain outstanding until redeemed under the Subscription Agreement.

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Regulatory Status

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Regulatory Position (subject to opinion conditions)

On the facts described to counsel, and subject to the opinion’s conditions:

• The issuer should not be required to register under the BVI Mutual Funds Act where iBTCY is constituted as a contractual debt obligation and not as interests in a collective investment scheme
• The issuer should not be required to obtain a licence under the Securities and Investment Business Act where it is not dealing, arranging, managing, advising, or operating an investment exchange for others in scope
• The issuer should not be required to register under the Virtual Assets Service Providers Act where it does not operate a trading platform or provide covered VASP services to others by way of business

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Compliance Framework

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Service Providers

The issuer has engaged the following service providers for its own account. Holders have no direct contractual relationship with, and no direct claim against, any of them; rights are exclusively against the issuer under the Transaction Documents. The Deed Poll defines Excluded Third Parties to include (without limitation) SSBAF, Sygnum Bank AG, Starmark Investment Management Limited, Archax Ltd, Ceffu and affiliates, Copper Clearloop, fund administrators, Accountable, Chainlink, Plexus Labs Pte. Ltd., and other custodians or service providers. Holders waive recourse against Excluded Third Parties except as mandatory law may require.

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Offering Documents

The Subscription Agreement contains complete terms. This documentation is a summary only.

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