Showing 23 posts in SEC.
President Obama on December 16, 2016, signed into law the SEC Small Business Advocate Act of 2016.
During a period of exceptional political division, it was noteworthy that the Act passed with bi-partisan support and was quickly signed into law by the President.
The Securities and Exchange Commission (SEC) on October 26, 2016, voted to update Rules 147 and 504.
These changes reflect the increased use of Rule 147 in connection with intrastate securities offerings, often in combination with state intrastate crowdfunding rules. The revision to Rule 504 reflects the increased usage of Regulation D in connection with private offerings and the liberalization of private offerings under the 2012 JOBS Act and the SEC’s Regulation CF. Because the SEC took more than three years to implement the crowdfunding provisions in Title III of the JOBS Act, may state regulators and legislators took steps to implement intrastate crowdfunding rules as contemplated by Rule 147. Those state rules, in many respects, were more permissive than what the SEC had previously allows. As a result, the North American Securities Administrators Association joined with a bipartisan group from Congress to support these changes.
The SEC's Division of Corporation Finance recently released Compliance and Disclosure Interpretations (“C&DIs”) regarding its interpretations of Regulation Crowdfunding.
While C&DIs are not rules, regulations, or statements of the Commission, they are a helpful insight into how the staff of the Commission views the law.
Many of the C&DIs deal with the rules governing advertising. This is not surprising because Regulation CF's rules on advertising are not intuitive for most business people.
SEC Adopts Amendments to Implement JOBS Act and FAST Act Changes for Exchange Act Registration Requirements
On May 3, 2016, The Securities and Exchange Commission (SEC) announced that it was amending its rules related to the thresholds for registration, termination of registration, and suspension of reporting under Section 12(g) of the Securities Exchange Act of 1934. These amendments implement provisions of the Jumpstart Our Business Startups Act (JOBS Act) and the Fixing America’s Surface Transportation Act (FAST Act).
I was recently asked to pull together some top tips for crowdfunding campaigns under Title III of the JOBS Act. Here are some of the top tips:
- Find a way to tell your story – Crowdfunding investors are really looking for financial statements and revenue numbers; they can go to public companies for that. Crowdfunding investors are looking for a story that inspires them to believe that the company might be the ‘next big thing.’
- Invest in the effort to tell your story well – Lawyers, accountants, and other professionals are indispensable when it comes to getting a company ready to sell its securities to investors. If you would not perform open heart surgery on yourself, why would you try to act as your own lawyer? If you believe that your company has the potential to be the next big thing, act like it by hiring professionals who can help you.
EasyVote Solutions was recently named one of the TAG Top 40 Innovative Technology Companies. EasyVote’s SaaS solution creates efficiency in the people, equipment and financing that support democracy across 85 Georgia counties and eight other states.
As part of its commitment to consumer education the U.S. Securities and Exchange Commission has published an Investors Guide to Crowdfunding.
Referring to the upcoming May 16, 2016, start date, the SEC's publication is in an FAQ format, hoping to address questions that investors may have by providing a guide to the SEC's crowdfunding rules under Title III of the 2012 JOBS Act:
Elio Motors (OTCQX: OTCM), one of the first companies to use the expanded offering potential in Regulation A+, has listed its securities for resale on the OTC QX market.
“We are proud to welcome Elio Motors, the first company to raise capital online and go public on OTCQX under the JOBS Act Regulation A+,” said Jason Paltrowitz, Executive Vice President of Corporate Services at OTC Markets Group. “OTC Markets Group welcomes innovators and entrepreneurs and is proud to offer the market of choice for the new generation of crowdfunded capital raisings. We look forward to seeing Elio Motors grow its business and its visibility with investors.”
Investors in start-ups and growing small and medium-sized businesses (“SMBs”) are familiar with the definition of “accredited investor.” Regulation D, the primary SEC regulation that creates a safe harbor for exempt securities offerings by private companies, allows greater latitude for issuers that sell their securities to “accredited investors.” As a consequence, many exempt offerings are intentionally limited to only accredited investors.
What is familiar may soon change, however, if the Securities and Exchange Commission (SEC) acts on recommendations of its staff published in a report last week that would change the meaning of “accredited investor.”
The Taylor English Duma securities practice has published this white paper on the SEC's new crowdfunding rules, called Regulation CF. The new rules implement Title III of the JOBS Act and make possible interstate crowdfunding to both accredited and non-accredited investors.
As the white paper explains, Regulation CF allows qualified issuers to issue securities in reliance on new Section 4(a)(6) of the 1933 Act of up to $1 million every 12 months.
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