Your Business Deserves To Thrive
On February 1, 2016, the House of Representatives passed H.R. 2187, titled “Fair Investment Opportunities for Professional Experts Act.”[1] The bill, whose stated purpose is to direct the SEC to revise its regulations regarding the qualifications of natural persons as accredited investors, seeks to expand the definition of accredited investor. Specifically, the bill proposes to add non-financial measures of sophistication…
What now? There’s certainly been a lot of attention on crowdfunding. People have been talking about it for some time. Congress approved crowdfunding back in 2012, with the Jobs Act (Jump-Start Our Business Start-ups.) The SEC took a while to come out with regulations and, in 2015, they adopted those regulations allowing companies to start using crowdfunding starting May 16,…
In our last post, we looked at the recent recommendations by the Securities and Exchange Commission’s (“SEC”) Advisory Committee on Small and Emerging Companies (the “Committee”) to expand the definition accredited investor.[1] For those who are familiar with the Committee’s activities, this was not the first time it recommended expanding the definition of accredited investor. In March 2015, for example,…
In our previous blog post Raising Capital Through Exempt Offerings, we talked about some of the most commonly used exemptions for securities offerings. Of note, we mentioned that Rule 506 promulgated under Regulation D is the most widely used transactional exemption for securities offerings, used in more than 90% of all exempt offerings in the United States.[1] To understand how…
When we write about securities law issues here, we tend to focus on enforcement actions or investor alerts by the Securities and Exchange Commission (SEC). For instance, in our previous blog series “SEC Issues an Investor Alert on Social Media and Investing,” we discussed the SEC investor alert warning investors about fraudsters who attempt to manipulate share prices through social…
Startups and early-stage companies often ask us when they need securities law advice (other than when obviously dealing with securities). Our answer is: as soon as you start thinking about raising capital or bringing in investors. Here’s why. Under the federal securities laws, a company may not offer or sell securities unless the offering has been registered with the SEC…
On June 23, 2016, Shawn McBride was featured in a Huffington Post article titled “What the New Equity Crowdfunding Rules Mean for Business Owners and Investors.” This article is based on the podcast interview with Deirdre Sanborn of The Ambition Project Show on the same subject, which we blogged about just this past week (here). The Huffington Post article focuses…
What the New Equity Crowdfunding Rules Mean for Dallas Business Owners and Investors. On June 22, 2016, Shawn will be featured in a podcast interview with Deirdre Sanborn of the Ambition Projects Show. In this interview, Shawn talks about what the new federal crowdfunding rules mean for small Dallas business owners and investors. Click here to listen to the podcast.…
Fix Crowdfunding Act. We have been blogging about federal crowdfunding in this blog series this past month or so. As you know, Title III of the JOBS Act, also referred to as the “CROWDFUND Act (Capital Raising Online While Deterring Fraud and Unethical Non-Disclosure Act of 2012),” exempts up to $1 million crowdfunded securities from the federal registration requirement when…
SEC Small Entity Compliance Guide and Compliance and Disclosure Interpretations for Issuers. On May 13, 2016, the Securities and Exchange Commission (“SEC”) released two guidance documents on crowdfunding for issuers: “Regulation Crowdfunding: A Small Entity Compliance Guide for Issuers” and “Regulation Crowdfunding: Compliance and Disclosure Interpretations (C&DIs).” [1] For details of the final rules, including requirements for issuers, please see…