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Accredited Investors › Securities and Exchange Commission (SEC)

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 -
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

Mayer Brown Free Writings + Perspectives

Accredited Investor Definition Recommended Changes

Mayer Brown Free Writings + Perspectives on

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

Mayer Brown Free Writings + Perspectives on

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

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

Mayer Brown Free Writings + Perspectives on

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

Whitman Legal Solutions, LLC

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

Whitman Legal Solutions, LLC on

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

Mayer Brown Free Writings + Perspectives

Commissioners’ Comments at the 42nd Annual Small Business Forum

Mayer Brown Free Writings + Perspectives on

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

Cooley LLP

Is the SEC going to revamp Reg D?

Cooley LLP on

At the Northwestern/Pritzker 50th Annual Securities Regulation Institute in San Diego this week, SEC Commissioner Caroline Crenshaw gave the Alan B. Levenson Keynote Address. Her topic: exempt offerings and the private...more

Amundsen Davis LLC

Private Placement – State and Federal Law Considerations

Amundsen Davis LLC on

Private placements can be a great resource for companies to raise capital in the current economic environment. They are cost effective in comparison to public offerings and provide greater decision-making latitude to current...more

Allen Matkins

SEC Labels Accountant's Letter "Irrelevant" To Rule 506(c)

Allen Matkins on

Rule 506(c) under the Securities Act of 1933 allows an issuer to solicit and generally advertise an offering exempt pursuant to Regulation D if...more

Dorsey & Whitney LLP

SEC Charges Underwriters with Violations of Rule 15c2-12

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​​​​​​​Last week, the SEC entered orders against three underwriters for failing to comply with Securities Exchange Act of 1934 (“Exchange Act”) Rule 15c2-12. These actions serve as a good reminder for compliance checks and...more

Goodwin

Grayscale Investments Petitions D.C. Circuit For Review Of SEC’s Decision To Disapprove Proposed Bitcoin Exchange-Traded Product

Goodwin on

On June 29, 2022, Grayscale Investments, LLC petitioned the U.S. Court of Appeals for the District of Columbia for review of the U.S. Securities and Exchange Commission’s June 29, 2022 final order disapproving of an October...more

King & Spalding

Checklist for Non-U.S. Fund Managers Making a Private Fund Offering in the U.S.

King & Spalding on

The United States represents a large source of potential capitalthat non-U.S. fund managers often find impossible to ignore. To assist non-U.S. fund managers, we have prepared a checklist that sets out key considerations for...more

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