The JOBS Act Rules allowing startups to generally solicit their private securities offerings under Rule 506(c) of Regulation D go effective September 23rd.
Bankruptcy of the person or organization who has insolvency law, was not paying the debts to creditors. In most jurisdictions, often lead to contraction.
Bankruptcy of the person or organization who has insolvency law, was not paying the debts to creditors. In most jurisdictions, often lead to contraction.
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5. Why it’s critical to run pro forma cap tables before financings
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What is SEC?
The U.S. Securities and Exchange Commission (SEC) oversees the key participants in the securities world.
Concerned with promoting disclosure of important market information, maintaining fair dealing, and protecting against fraud.
Responsibilities include:
Interpret and enforce federal securities laws
Issue new rules and amend existing rules
Oversee inspection of securities firms, brokers, investment advisers and ratings agencies
Oversee private regulatory organizations in securities, accounting, auditing fields
Coordinate U.S. securities regulation with federal, state, and foreign authorities
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Division of Corporate Finance:Reviews documents required to be filed with the Commission
Division of Trading: Assists in maintaining fair, orderly and efficient markets.
Division of Investment Management: Maintains oversight of America’s $26T investment management industry
Division of Enforcement: Recommends commencement of investigations of SEC law violations
Division of Economic and Risk Analysis: Integrates robust economic analysis and data analytics
Laws Governing SEC:
Securities Act of 1933
Securities Exchange Act of 1934
Trust Indenture Act of 1939
Investment Company Act of 1940
Investment Advisers Act of 1940
Sarbanes-Oxley Act of 2002
Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010
Jumpstart Our Business Startups Act of 2012
SEC Reports:
8k - A report of unscheduled material events or corporate changes at a company that could be of importance to the shareholders or SEC
10k - Comprehensive summary report of a company's performance. Submitted annually to the SEC
10Q - A comprehensive report of a company's performance that must be submitted quarterly by all public companies to SEC. In10-Q, firms are required to disclose relevant information regarding their financial position.
18K - Use to update the SEC and investors regarding the status of a domestically traded foreign security and its issuer.
20F - A form issued by the SEC that must be submitted by all "foreign private issuers" that have listed equity shares on exchanges in the U.S.
SEC Investigations:
Can be triggered in many ways
Investigation is not the same as prosecution
Investigations involve fact finding and are usually not public
During an investigation, neither the staff nor the Commission makes any determination of wrongdoing
Following investigation, SEC staff present findings to the Commission
Commission can authorize the staff to file a case in federal court or bring an administrative action.
New York Crowdfunding Event Slides: The JOBS ActCrowdfundInsider
Slides from Crowdfund Insider's Crowdfunding event held March 13th and co-sponsored by Return on Change. Slides compiled by Samuel Guzik and Georgia Quinn.
Early-stage companies need tremendous amounts of cash to grow rapidly. Yet, angel groups and venture-capital firms are not usually a realistic option for early stage startups. Additionally, entrepreneurs often find that financing options such as savings, friends, family, and bank loans, even if available, cannot cover the high startup costs attendant to growing a business. Recently, the media has anointed "crowdfunding" as the solution to this startup capital gap. But what exactly is crowdfunding?
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During this webinar you will learn the basics of the venture model and path along with the necessary steps to take so that your company’s legal structure is an attractive investment. The discussion will cover:
1. Why a Delaware C-Corp is the most-common structure
2. How to document the relationship of the founders and early employees
3. The typical funding stages of a successful startup
4. An overview of convertible debt and SAFEs
5. Why it’s critical to run pro forma cap tables before financings
6. What happens in a venture financing
7. Why compliance with securities laws is important
8. Common legal mistakes in raising capital
9. And much, much more
Come with your questions and get ready to be excited about venture funding!
PeerRealty - World Crowdfunding Conference PresentationPeerRealty
PeerRealty CEO Jordan Fishfeld addressed attendees of the World Crowdfunding Conference in Guiyang, China on October 25, 2015. With over 8,000 attendees, the World Crowdfunding Conference is the largest crowdfunding conference on the planet. This is the presentation he gave regarding the U.S. crowdfunding market and PeerRealty's real estate crowdfunding platform.
Today's political environment has confused many Americans about the income tax system. Understand what our tax system is designed to do and what are some of the alternatives that have been proposed.
Global business attorney Luis Alcalde presented "Managing International Risks + Corporate Investigations" on Thursday, January 16, at the Schneider Downs' Corporate Corruption + Fraud Seminar.
Luis discussed international corporate investigations involving the Foreign Corrupt Practices Act (FCPA), corporate ethics and other regulatory matters.
What is SEC?
The U.S. Securities and Exchange Commission (SEC) oversees the key participants in the securities world.
Concerned with promoting disclosure of important market information, maintaining fair dealing, and protecting against fraud.
Responsibilities include:
Interpret and enforce federal securities laws
Issue new rules and amend existing rules
Oversee inspection of securities firms, brokers, investment advisers and ratings agencies
Oversee private regulatory organizations in securities, accounting, auditing fields
Coordinate U.S. securities regulation with federal, state, and foreign authorities
SEC Organization:
Division of Corporate Finance:Reviews documents required to be filed with the Commission
Division of Trading: Assists in maintaining fair, orderly and efficient markets.
Division of Investment Management: Maintains oversight of America’s $26T investment management industry
Division of Enforcement: Recommends commencement of investigations of SEC law violations
Division of Economic and Risk Analysis: Integrates robust economic analysis and data analytics
Laws Governing SEC:
Securities Act of 1933
Securities Exchange Act of 1934
Trust Indenture Act of 1939
Investment Company Act of 1940
Investment Advisers Act of 1940
Sarbanes-Oxley Act of 2002
Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010
Jumpstart Our Business Startups Act of 2012
SEC Reports:
8k - A report of unscheduled material events or corporate changes at a company that could be of importance to the shareholders or SEC
10k - Comprehensive summary report of a company's performance. Submitted annually to the SEC
10Q - A comprehensive report of a company's performance that must be submitted quarterly by all public companies to SEC. In10-Q, firms are required to disclose relevant information regarding their financial position.
18K - Use to update the SEC and investors regarding the status of a domestically traded foreign security and its issuer.
20F - A form issued by the SEC that must be submitted by all "foreign private issuers" that have listed equity shares on exchanges in the U.S.
SEC Investigations:
Can be triggered in many ways
Investigation is not the same as prosecution
Investigations involve fact finding and are usually not public
During an investigation, neither the staff nor the Commission makes any determination of wrongdoing
Following investigation, SEC staff present findings to the Commission
Commission can authorize the staff to file a case in federal court or bring an administrative action.
New York Crowdfunding Event Slides: The JOBS ActCrowdfundInsider
Slides from Crowdfund Insider's Crowdfunding event held March 13th and co-sponsored by Return on Change. Slides compiled by Samuel Guzik and Georgia Quinn.
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Crowdfinance -101 (Series: Crypto, Crowdfunding & Other Crazy Concepts)Financial Poise
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To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/crowdfinance-101-2021/
Sec Request for Comments Securities Offerings Rule 506, Form S-1 Reg Aseclawyer
Hamilton & Associates Law Group, a boutique securities law firm in Boca Raton, Florida, would like to take this opportunity to comment on the Commission’s concept release on Securities Offerings Rule 506, Form S-1 and Regulation A.
Small businesses in North Carolina will soon be permitted to raise up to $2 million from average investors with certain limits. This is the result of legislation passed by the North Carolina General Assembly in July 2016. Businesses that use the “Invest N.C. exemption” can utilize the Internet to organize such a fundraiser. However, firms must follow certain regulations, including requirements on how much can be raised from each investor, what kind of financial information must be disclosed, and periodic reporting requirements to keep investors informed. The N.C. Securities Division will oversee administration of the crowdfunding exemption.This seminar is planned as an overview of investment crowdfunding for businesses that may want to utilize this option. The speaker will cover the following:
-a regulatory overview and how crowdfunding fits within securities laws
-the legal do’s and don’ts of a crowdfunding offering
-the marketing aspects
-what you can say and how to reach investors
-utilizing a web site intermediary – picking one and connecting with investors.
CROWDFUNDING 2022 - Crowdfunding from the Start-Up's Perspective Financial Poise
How can businesses use the tools created by the JOBS Act to access capital? This webinar compares raising money online to traditional methods of capital raising. It also compares each of the different titles available under the JOBS Act. Finally, we discuss and compare the differences between security based crowdfunding and rewards based crowdfunding, exploring those instances where such a method would make sense.
Part of the webinar series: Crowdfunding 2022
See more at https://www.financialpoise.com/webinars/
Preparing for the Crowdfunding Revolution Dara Albright
A wave of financial innovation and regulatory reform is revolutionizing Wall Street and popularizing new asset classes aimed at democratizing the flow of capital and giving smaller investors and businesses greater opportunities to prosper. As a result, the financial services industry is undergoing a dramatic transformation that is rapidly rendering traditional banking and brokerage revenue models obsolete, conventional capital raising strategies unfeasible and typical asset class returns negligible. This is a must-view presentation for all broker-dealers, investment bankers, financial advisors, issuers and investors looking to capitalize on this surge of industry disruption. This presentation helps prepare investors, asset allocators and issuers for the forthcoming Crowdfunding Revolution. It is loaded with the latest financial and legal knowledge from renowned crowfund industry experts.
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The World Changes for Startups on September 23rd
1. The World Changes For Startups On
September 23rd
Joe Wallin
Davis Wright Tremaine LLP
joewallin@dwt.com
@joewallin
(206) 757-8184
2. Why Does The World
Change on September 23rd?
• Because on that date, thanks to the JOBS Act, it
will become legal for startups to “generally
solicit” and “generally advertise” their securities
offerings.
• Startups haven’t been able to “generally solicit”
or “generally advertise” their offerings since,
well, since before we were all born.
• This is a big deal.
3. What is “General Solicitation”
and “General Advertising”?
The SEC doesn’t define the terms but gives the following examples:
1. Any advertisement, article, notice or other communication
published in any newspaper, magazine, or similar media or
broadcast over television or radio; and
2. Any seminar or meeting whose attendees have been invited by
any general solicitation or general advertising.
4. • The SEC has interpreted general solicitation to
include posting anything on the Internet.
• "The placing of the offering materials on the
Internet would not be consistent with the
prohibition against general solicitation or
advertising in Rule 502(c) of Regulation D."
5. The SEC has also said that a general solicitation is
not present when there is a "pre-existing,
substantive relationship between" a startup and the
persons whom it is talking to about selling its
shares.
6. 80 Years of
Prohibition, Gone
For 80 years companies have not been able to
advertise that they were raising money. They
couldn’t run ads on TV. Put up billboards on the
side of the road. Respond to a reporter inquiry,
“Are you raising money?” Or, even worse, even
mention that they were raising money on Internet.
7. For 80 years, startups have not been able to
generally solicit or generally advertise.
Instead, for 80 years startups have had to work their
networks, person to person, sticking to “pre-
existing substantive relationships” (as the SEC puts
it).
8. Now, on September 23rd, a startup will be able to
put on its web site that it is raising money. It will
be able to respond to reporter inquiries that, yes, it
is raising money. It will be able to stand up at trade
shows or other industry events and say, yes, it is
raising money. All without fear that it is blowing
itself up for violating the securities laws.
9. The Drawbacks?
If a startup generally advertises or generally solicits
its offering, then:
10. 1. The startup will only be able to take money from
“accredited investors.” There is no allowance for up to 35
non-accredited investors (although that allowance in non-
generally soliciting offerings isn’t really isn’t very helpful
in any event.) “Accredited investor” means someone with
income at least $200,000 a year for the last two years, with
the expectation of the same in the year of investment, or
$300,000 with spouse; or $1M net worth excluding
primary residence.
11. 2. The startup will have to take additional steps to verify
the accredited investor status of its investors, and keep
records that it did so. This means reviewing Forms W-2,
1099s, etc. This is potentially a touchy issue for your
angels. Angel investor may balk at giving this information
to startups in a garage somewhere, regardless of the fact
that so many great companies have begun in garages.
12. 3. The startup will have to make a note on its Form D
that it generally solicited. The Form D is the form startups
have to file with the SEC and state securities regulators
announcing that they have raised money.
13. Should You Rush In?
• Never rush when it comes to a securities offering. Consult your
legal counsel, your mentors, and your advisors. Be careful. The
drawbacks are real. If you can raise money without generally
soliciting, it will be easier because you won’t have to review
investor W-2s, or other investor financial data. So, if you can raise
money without generally soliciting you should.
• But, Congress did us a big favor in the JOBS Act, and you just
might want to take advantage of it.
14. What Else Should You
Do?
Comment to the SEC on its proposed rules. You
may or not be aware, but the SEC’s proposed rules
on general solicitation are really onerous. An all
star cast of none other than Steve Blank, Brad Feld,
Naval Ravikant, and Fred Wilson, as well as
luminaries, have come out heavily against them.
You can read all of the comments submitted to the
SEC at this link: http://www.sec.gov/comments/s7-
06-13/s70613.shtml
15. You can comment at this link:
http://www.sec.gov/cgi-bin/ruling-
comments?ruling=s70613&rule_path=/comments/s
7-06-13&file_num=S7-06-
13&action=Show_Form&title=Amendments%20to
%20Regulation%20D,%20Form%20D%20and%20
Rule%20156%20under%20the%20Securities%20A
ct
16. If you want to read some of the comments of some
of the folks who have spoken out against the
proposed rules, I’ve put the links below. You have
until September 23rd to comment. I encourage you
to do so!
17. For Thoughts on the
Proposed Rules See:
• Brad Feld, http://www.feld.com/wp/archives/2013/07/the-
proposed-sec-rules-undermine-the-goal-of-the-jobs-act.html
• Naval Ravikant, http://www.sec.gov/comments/s7-06-13/s70613-
37.pdf
• Fred Wilson, http://www.avc.com/a_vc/2013/08/some-thoughts-
on-the-secs-rulemaking-on-general-solicitation.html
• Angel.co/sec
• Me, in the Wall Street Journal,
http://blogs.wsj.com/accelerators/2013/07/12/weekend-read-time-
to-advertise-your-private-offering-not-so-fast/
18. Conclusion
Have fun, but be careful out there.
Joe Wallin
Davis Wright Tremaine LLP
joewallin@dwt.com
@joewallin
(206) 757-8184