News & Analysis as of

Small Offering Exemptions Regulation D

Goodwin

Jumpstarting the Next JOBS Act - JOBS Act 4.0

Goodwin on

The Jumpstart Our Business Startups (JOBS) Act was signed into law by President Barack Obama on April 5, 2012 and aimed to improve access to public capital markets for emerging growth companies. While largely considered a...more

Polsinelli

SEC Adopts Rules to Enhance and Improve “Patchwork” Exempt Offering Framework

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On November 2, 2020, the Securities and Exchange Commission (“SEC”) adopted final rules under the Securities Act of 1933 (the “Securities Act”) expanding a number of private placement exemptions. The amendments were adopted...more

Foley Hoag LLP - Public Companies & the Law

SEC Proposes Amendments to Offering Exemptions

On March 4, 2020, the SEC proposed amendments to existing exemptions from the registration requirements under the Securities Act of 1933 to simplify, harmonize, and improve the existing regulatory framework and to promote...more

Dechert LLP

SEC Proposes Amendments to Update Accredited Investor and Qualified Institutional Buyer Definitions

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The U.S. Securities and Exchange Commission on December 18, 2019 approved for publication a rulemaking proposal (Proposal) to: amend the definition of “accredited investor;” introduce additional qualification methods; codify...more

Whitman Legal Solutions, LLC

Rule 506(b) Offerings Continue to Dominate Small Business and Real Estate Equity Offerings

Most start-up businesses and real estate funds are in the same position as professional violinists–they don’t have sufficient capital to finance their business plans or real estate acquisitions. They may have access to some...more

White & Case LLP

New Investment Opportunities in Private Offerings as SEC Proposes to Amend Accredited Investor Definition

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On December 18, 2019, the Securities and the Exchange Commission (the “SEC” or the “Commission”) published its proposal to amend the accredited investor definition set forth in Rule 501(a) of Regulation D under the Securities...more

White & Case LLP

SEC: Time to revamp securities offering exemptions

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SEC is seeking public comments in its concept release in an effort to simplify, harmonize and improve the existing exempt offering framework. On June 18, 2019, the Securities and Exchange Commission (the “SEC” or the...more

Mayer Brown Free Writings + Perspectives

SEC Issues Concept Release on Harmonization of Securities Offering Exemptions

On June 18, 2019, the US Securities and Exchange Commission (SEC) issued a concept release soliciting “comment on possible ways to simplify, harmonize, and improve the exempt offering framework to promote capital formation...more

Farrell Fritz, P.C.

Good Choice: Important Capital Formation Reforms in Financial CHOICE Act of 2017 Passed by House

Farrell Fritz, P.C. on

On June 8, 2017, the House of Representatives passed the Financial CHOICE Act of 2017 on a vote of 233-186. Congress loves acronyms, and here “CHOICE” stands for Creating Hope and Opportunity for Investors, Consumers and...more

Baker Donelson

Small Business Securities Bulletin: 505 Is Not Alive: SEC Adopts New and Amended Rules Governing Intrastate and Small Offerings

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As we have discussed in prior Bulletins, pursuant to Section 5 of the Securities Act of 1933 (Securities Act) and state securities laws, any offer and sale of a security must be registered with the Securities and Exchange...more

Manatt, Phelps & Phillips, LLP

SEC Eases Rules on Intrastate Crowdfunding

On October 26 the Securities and Exchange Commission (SEC) unanimously adopted new and amended rules aimed at making it easier for companies to raise money from investors through intrastate and small offerings....more

Dechert LLP

A New Securities Offering Exemption That May Help The Markets Get Back Into The Fast Lane

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Highlights - - New law adding an exemption to the registration and prospectus delivery requirements of the Securities Act of 1933 signed by President Obama. - The law, which codifies the so-called Section 4(a)(1-½)...more

Sands Anderson PC

New Era in Private Capital Raising – Opening Up General Solicitation and General Advertising

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The next few years may be the largest watershed event in opening up private equity capital since the 1980s when Regulation D was first published by the Securities and Exchange Commission (“SEC”). By allowing general...more

Allen Matkins

Why The SEC’s Pre-Existing Relationship Test Is The Mirror Image of California’s

Allen Matkins on

One significant condition to California’s limited offering exemption is that all purchasers have a “pre-existing relationship”...more

Akerman LLP

The Florida Crowdfunding Act - An Attempt to Facilitate Capital Raising by Small Businesses in Florida

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"Crowdfunding" is the collection of small amounts of money from a large number of people to fund innovative projects, artistic endeavors, and non-profit political and charitable causes through the Internet. Over the past...more

Shumaker, Loop & Kendrick, LLP

“Notable By Their Absence: Finders And Other Financial Intermediaries In Small Business Capital Formation”

Small businesses are often regarded as the catalyst for economic growth in the United States. Small businesses account for the creation of two-thirds of all new jobs, and are the incubators of innovation. The majority of...more

Holland & Knight LLP

Florida House and Senate Pass Intrastate Crowdfunding Legislation

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In light of the SEC’s significant delay in implementing the national equity crowdfunding rules regarding the JOBS Act crowdfunding exemption, a growing number of states have recently adopted laws regulating intrastate...more

Blank Rome LLP

The Alphabet Soup of Raising Capital: Regulation A or Regulation D — What Would You Prefer?

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On June 19, 2015, amended Regulation A recently adopted by the SEC will become effective. The new Regulation A, mandated by the JOBS Act and often dubbed as Regulation A+, is a significant improvement over the old Regulation...more

Mintz - Securities & Capital Markets...

Massachusetts Adopts Intrastate Crowdfunding Rules, Effective Immediately

The Massachusetts Securities Division has recently joined a number of other states in adopting a “crowdfunding” exemption from securities registration requirements for certain offerings made within the Commonwealth, with the...more

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