Please review the General Terms & Conditions and select your investment plan.
MedExFuture OÜ – General Terms & Conditions of Private Share Purchase Agreements
(Master Agreement – Applicable to VIP, Premium, and Standard Investment Plans)
Preamble
This document establishes the general legal framework, rights, and obligations governing all private share purchase agreements executed by MedExFuture OÜ. It serves as the master contract applicable to all investment tiers, including the VIP, Premium, and Standard plans.
All provisions contained herein are drafted in full compliance with the laws of the Republic of Estonia and the European Union and are legally binding for all qualified investors.
1. Company Identification and Legal Capacity
Company Name: MedExFuture OÜ
Registration Number: 17312554
Registered Address: Valukoja 8/2, C corpus, 11415 Tallinn, Estonia
Authorized Representative: Mehdi Raufi, Chairman of the Board & Founder
MedExFuture OÜ is a duly registered Estonian company, authorized to issue and transfer private shares under the following legal instruments:
- Estonian Commercial Code (§§231–242)
- EU Directive 2017/1132 (Company Law Directive)
- EU AML Directives V & VI
- General Data Protection Regulation (GDPR – Regulation EU 2016/679)
- International Financial Reporting Standards (IFRS)
The company acts as the lawful owner and transferor of private shares within the MedExFuture ecosystem.
2. Purpose and Object of the Agreement
The purpose of this Master Agreement is to define the legal, financial, and operational framework for transferring private shares of MedExFuture OÜ to qualified investors, primarily medical professionals and strategic partners in the global health and biotech sector.
This Agreement governs all rights, obligations, payment procedures, documentation requirements, and compliance protocols related to private share acquisitions under MedExFuture’s investment programs.
3. Legal Basis and EU Compliance
All provisions in this document are established in accordance with:
- Estonian Commercial Code (Sections 231–242)
- EU Directive 2017/1132 (Company Law Directive)
- EU AML Directives V & VI
- GDPR (EU Regulation 2016/679)
- IFRS Standards (International Financial Reporting Standards)
Each transaction is subject to KYC (Know Your Customer), AML (Anti-Money Laundering), and Source of Funds Verification prior to the registration of ownership.
4. Nature of Share Transfer
All shares transferred under this Agreement are classified as non-voting financial ownership shares. Ownership is deemed legally effective only upon registration in the official Shareholders Register of MedExFuture OÜ.
Until such registration occurs, the investor is recognized as a financial beneficiary; upon registration, the investor becomes a legal shareholder.
5. General Investor Rights
All qualified investors under this Master Agreement are entitled to the following rights:
- Legal ownership of private shares in MedExFuture OÜ according to the selected investment tier (VIP / Premium / Standard).
- Annual profit distribution proportional to the number of shares held.
- Access to the company’s annual financial and audit reports (IFRS compliant).
- Eligibility to convert private shares into public shares during the company’s future IPO.
- Eligibility to apply for EU Residency or e-Residency depending on the selected plan.
- Ability to open an EU-based international bank account (IBAN/SWIFT) for dividend payments.
- Access to MedExFuture’s advisory and financial reports as permitted under GDPR.
Note: These shares are non-voting; investors have no managerial or decision-making rights in company operations.
6. General Obligations of the Parties
A) Obligations of MedExFuture OÜ:
- Register the purchased shares within seven (7) business days after payment confirmation.
- Issue an official Share Certificate with a verified digital signature.
- Distribute annual profits according to audited IFRS financial statements.
- Ensure complete confidentiality of investor data under GDPR.
- Provide cooperation and assistance for EU Residency or e-Residency processing.
B) Obligations of the Investor:
- Provide complete and valid identification, professional, and financial documentation.
- Complete all KYC/AML procedures as required by EU law.
- Submit verifiable Proof of Source of Funds prior to payment.
- Comply with all EU financial and taxation regulations in connection with the transaction.
7. Payment and Transaction Methods
Investors may complete their payments using one of the following approved methods:
A) International Bank Wire Transfer:
- Account Name: MedExFuture OÜ
- IBAN: BE84 9056 7315 6159
- SWIFT/BIC: TRWIBEB1XXX
- Bank Name: Wise, Rue du Trône 100, 3rd floor, Brussels, 1050, Belgium
- Currency: EUR (€)
B) Cryptocurrency Transfer (USDT TRC-20):
- Wallet Address: TPbjLUpFYLmionpDsi7Jh8KhwC4a5JSmfd
All cryptocurrency transactions are validated upon blockchain confirmation. If identity verification is not approved or documentation is inconsistent, the payment shall be refunded within seven (7) business days to the original source.
8. Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the Republic of Estonia and the binding regulations of the European Union.
Any dispute arising from or related to this Agreement shall first be resolved amicably. If unresolved, jurisdiction shall rest exclusively with the Harju County Court, Tallinn, Estonia.
9. Confidentiality and Data Protection
All personal, financial, and professional data shared under this Agreement are strictly confidential. MedExFuture OÜ shall store and process all information in accordance with GDPR (EU 2016/679) and may disclose such data only where required by law or regulatory authorities.
Annex A – Mandatory Documentation for KYC, AML & Residency Compliance
Before final registration of shares, the investor must provide the following documents:
- Memorandum of Professional Activity – summarizing the investor’s professional background and investment motivation.
- Police Certificate – official criminal record check issued within the last six (6) months.
- Passport Copy – valid for at least one (1) year from the date of signature.
- Proof of Source of Funds – recent bank statement or verified crypto transaction report.
- Residency or Address Proof – recent utility bill or rental agreement (translated into English).
- Professional License (if applicable) – valid license for physicians or health professionals.
All documents must be submitted in English or certified translation via the official company email: 📧 legal@medexfuture.com
10. Execution and Validity
This Master Agreement is executed in two identical counterparts (English and Persian), both equally valid and binding. Digital or electronic signatures are legally recognized under the EU eIDAS Regulation.
All individual investment contracts (VIP, Premium, and Standard) are legally recognized as appendices to this Master Agreement.
MedExFuture OÜ
