News & Analysis as of September 23, 2024

General Solicitation › Verification Requirements

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General Solicitation typically refers to the soliciting of investors to purchase securities. Prior to the passage of the JOBS Act in 2012, general solicitation was banned in connection with privately offered unregistered securities. Issuers were only permitted to offer such securities to investors with whom they had a pre-existing substantive relationship. Section 201(a) of the JOBS Act lifted the ban on general solicitation, but only with respect to accredited investors. less -

U.S. SEC Adopts Amendments Harmonizing The Exempt Offering Framework

Morrison & Foerster LLP on 11/19/2020

On November 2, 2020, the U.S. Securities and Exchange Commission (SEC) voted to amend its rules to harmonize, simplify, and improve the exempt offering framework. The SEC believes that these amendments will promote capital...more

Is Your Purchaser Accredited? Clarifications from the SEC

Winstead PC on 7/30/2014

Under Rule 506(c), companies can now engage in a general solicitation in conducting private placements but if they do so, they must verify that each purchaser is accredited. The SEC has provided some safe harbors for...more

Guidance Provides Path Forward for Accredited Investor Verification

Smith Anderson on 7/18/2014

As mandated by Congress in Section 201(a) of the Jumpstart Our Business Startups Act, in July 2013 the Securities and Exchange Commission (SEC) amended Rule 506 under Regulation D of the Securities Act of 1933, creating a new...more

Corporate and Financial Weekly Digest - Volume IX, Issue 27

Katten Muchin Rosenman LLP on 7/14/2014

In this issue: - SEC Publishes Guidance for Investment Advisers and Proxy Advisory Firms Regarding Proxy Voting and Solicitation - SEC Division of Corporation Finance Issues C&DIs Relating to Accredited Investor...more

SEC Staff Provides Rule 506(c) Verification Guidance

Morrison & Foerster LLP - JOBS Act on 7/8/2014

The SEC Staff recently provided further guidance on the provisions of Rule 506(c) of Regulation D which permit the use of general solicitation and general advertising when sales are made only to accredited investors and the...more

SEC to Vote on Crowdfunding Proposal to Ease Investor Verification Requirements

Winstead PC on 10/22/2013

On October 23, 2013, the United States Securities and Exchange Commission (the “SEC”) is expected to vote on a SEC proposal that would ease investor verification requirements under the crowdfunding rule. The crowdfunding...more

Law Firm Verification Of Accredited Investor Status

Stinson - Corporate & Securities Law Blog on 7/26/2013

The SEC suggests in its final rules eliminating the ban on general solicitation that law firms may be in a position to verify accredited investor status for issuers conducting Rule 506(c) offerings. ...more

SEC Permits General Solicitation but Proposes Significant Impediments to its Use

Akin Gump Strauss Hauer & Feld LLP on 7/26/2013

On July 10, 2013, the Securities and Exchange Commission (SEC) adopted amendments to its safe harbor rule for private placements of securities, Rule 506 of Regulation D under the Securities Act of 1933 (the “Securities Act”)....more

New SEC Rule 506(c) - Accredited Investor Verification Requirements

Pierce Atwood LLP on 7/23/2013

We recently published a Business Alert regarding the SEC’s adoption of the final rule to lift the ban on general solicitation and advertising in Rule 506 offerings to accredited investors....more

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General Solicitation › Verification Requirements

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