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Accredited Investors

Accredited Investors are a class of investors whose purchases are exempt from certain SEC registration requirements. Rule 501 of Regulation D lists eight categories of investors that qualify as accredited... more +
Accredited Investors are a class of investors whose purchases are exempt from certain SEC registration requirements. Rule 501 of Regulation D lists eight categories of investors that qualify as accredited investors.  less -
Bennett Jones LLP

Exempt Market Dealers Granted Limited Access to Prospectus Offerings

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Exempt Market Dealers (EMDs) in several Canadian provinces—British Columbia, Alberta, Saskatchewan, Ontario, Quebec and Nova Scotia—can now, under certain conditions, participate in prospectus offerings as part of a selling...more

Mayer Brown Free Writings + Perspectives

Small Business Capital Formation Committee Submits Accredited Investor Definition Recommendations to SEC

Mayer Brown Free Writings + Perspectives on

On May 1, 2024, the SEC Small Business Capital Formation Committee submitted its accredited investor definition recommendations to the SEC.  Currently, an investor may qualify as an accredited investor by meeting certain...more

Winstead PC

Complying with Rule 506(c): Investor Verification Methods Explained

Winstead PC on

If an issuer of a securities wishes to generally advertise their private offering of securities, they can do so under Rule 506(c) of Regulation D of the Securities Act of 1933, which would exempt the offeror from registration...more

Farrell Fritz, P.C.

Making Finders Keepers: Unregistered Broker-Dealers and the Need for Reform

Farrell Fritz, P.C. on

Identifying potential investors is one of the most difficult challenges facing early-stage companies.  The range of amounts sought at this stage is typically greater than what could be provided by the founders and friends and...more

Goodwin

Forward to the Past: HNW and Sophisticated Exemptions for UK Investors

Goodwin on

On 6 March 2024, following the Chancellor’s budget statement, the Financial Services and Markets Act 2000 (Financial Promotion) (Amendment and Transitional Provision) Order 2024 (SI 2024/301) (the March Amendment) was...more

Mayer Brown Free Writings + Perspectives

Accredited Investor Definition Recommended Changes

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As we previously posted, the Securities and Exchange Commission’s Small Business Capital Formation Advisory Committee met last week to consider changes to the accredited investor definition, which has become a political hot...more

Whitman Legal Solutions, LLC

Rule 506 Offerings Continue to be Popular with Real Estate Companies

Whitman Legal Solutions, LLC on

Like an accordionist, real estate sponsors often seek to be innovative. Cutting-edge opportunities like crowdfunding and online selling platforms call to them. However, based on statistics from the Securities and Exchange...more

Mayer Brown Free Writings + Perspectives

SEC Rulemaking Trends to Watch in 2024

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From climate change disclosure rules to private company transparency measures, the year ahead promises to be a busy one for securities lawyers. Just as we would tell an issuer sharing projections to accompany those with...more

Goodwin

SEC Adopts New Rules Applicable to SPACs, Shell Companies and Projections

Goodwin on

We previously noted in our March 31, 2022 alert that the U.S. Securities and Exchange Commission (SEC or Commission) held an open meeting on March 30, 2022 to consider proposed rules and amendments regarding special purpose...more

Cozen O'Connor

Recent SEC Review of Accredited Investor Definition

Cozen O'Connor on

The Securities and Exchange Commission (SEC) recently released a staff report reviewing the definition of "accredited investor" in Rule 501(a) of Regulation D under the Securities Act of 1933 (Securities Act), as required at...more

Stinson - Corporate & Securities Law Blog

SEC Issues Staff Report on Accredited Investor Definition (UPDATE)

Stinson - Corporate & Securities Law Blog on

The SEC issued a staff report on the accredited investor definition. The Dodd-Frank Wall Street Reform and Consumer Protection Act directs the Commission to review the accredited investor definition as it relates to natural...more

Ballard Spahr LLP

Review of the Accredited Investor Definition Under Dodd-Frank

Ballard Spahr LLP on

On December 14, 2023, the Securities and Exchange Commission (SEC) released a staff report on the definition of accredited investor, examining the current status of the accredited investor pool and discussing several...more

Dorsey & Whitney LLP

SEC Issues Report on its Review of the Accredited Investor Definition

Dorsey & Whitney LLP on

On December 14, 2023, the SEC published its review (“Review”) of the accredited investor definition. Section 413(b)(2)(A) of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires the SEC to review the...more

Cooley LLP

SEC issues staff report on definition of accredited investor

Cooley LLP on

On Friday, the SEC announced the issuance of a staff report on the accredited investor definition, a review that, as directed by Dodd-Frank, occurs every four years with the objective of assessing “whether the requirements of...more

Mayer Brown Free Writings + Perspectives

SEC Staff Report on Accredited Investor Definition

Mayer Brown Free Writings + Perspectives on

The Securities and Exchange Commission issued a staff report on the accredited investor definition. The Dodd-Frank Act directed the SEC to review the accredited investor definition every four years to determine whether the...more

Bennett Jones LLP

Canadian Securities Regulators Propose Permanent Expedited Well-Known Seasoned Issuer Program

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On September 21, 2023, the Canada Securities Administrators (CSA) published a notice and request for comment regarding proposed amendments to National Instrument 44-102—Shelf Distributions (NI 44-102) and other securities law...more

Latham & Watkins LLP

HM Treasury Confirms Changes to Financial Promotion Exemptions

Latham & Watkins LLP on

Businesses relying on exemptions for high net worth individuals and self-certified sophisticated investors should ensure they are prepared to comply with the updated requirements. On 7 November 2023, HM Treasury...more

Dechert LLP

CLOs and Rule 3a-7 – A Port In Uncertain Regulatory Seas?

Dechert LLP on

CLOs that rely on Rule 3a-7 are exempt from several regulatory regimes that apply to traditional CLOs that rely on Section 3(c)(7) - These CLOs are structured similarly to Section 3(c)(7) CLOs, but are subject to...more

Mayer Brown Free Writings + Perspectives

Report on Small Business Forum

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The Securities and Exchange Commission recently published its report on the Government-Business Forum on Small Business Capital Formation, which generates recommendations from participants that the SEC considers.  The...more

Mayer Brown Free Writings + Perspectives

SEC Investor Advisory Committee Meets and Considers Various Private Placement Related Topics

Mayer Brown Free Writings + Perspectives on

On September 21, 2023, the U.S. Securities and Exchange Commission’s (the “SEC”) Investor Advisory Committee (“IAC”) met to consider certain matters included on the SEC’s rulemaking agenda for this fall, such as exempt...more

Latham & Watkins LLP

Hong Kong Regulators Announce Streamlined Approach to Dealing With Sophisticated Professional Investors

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The HKMA and the SFC permit relaxation of suitability and other regulatory requirements while dealing with high-net-worth and experienced investors. On 28 July 2023, the Hong Kong Monetary Authority (HKMA) and the...more

Whitman Legal Solutions, LLC

Which are the Better Investment -- REITs or Private Real Estate Funds?

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Among real estate investments, real estate investment trusts (REITs) and real estate funds may look similar to the casual observer. However, although both focus on real estate and real estate-related assets, their structures,...more

Royer Cooper Cohen Braunfeld LLC

Regulation A Offerings: Alternative Real Estate Financing

Royer Cooper Cohen Braunfeld LLC on

With an increasing number of regional banks tightening lending standards and numerous private real estate funds pulling back on commercial real estate investing generally, many would-be real estate projects are being...more

Mayer Brown Free Writings + Perspectives

Commissioners’ Comments at the 42nd Annual Small Business Forum

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The Securities and Exchange Commission’s Office of the Investor Advocate held the 42nd Annual Small Business Forum—this time convening panels over four days on various topics, including trends and challenges affecting early...more

Freeman Law

Accredited Investor Status in Federal Securities Law

Freeman Law on

The term “accredited investor” is frequently heard in the field of financial investing. But many investors lack an in-depth understanding of the implications of accredited investor status or how it is acquired, especially...more

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