News & Analysis as of

Accredited Investors › Disclosure Requirements

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 -
Mintz - Venture Capital & Emerging Companies...

SEC Provides Further Clarity in Rule 506(c) Offerings

Mintz - Venture Capital & Emerging Companies... on

On March 12, 2025, the Securities and Exchange Commission (the “SEC”) issued a No-Action Letter that provided guidance regarding the ways issuers can satisfy the accredited investor verification requirements of offerings made...more

Troutman Pepper Locke

Recent SEC Corp/Fin Interpretations of Interest

Troutman Pepper Locke on

In new Compliance and Disclosure Interpretations (see CDIs 256.35 and 256.36) and a related no-action letter (Latham & Watkins LLP, March 12, 2025), the staff of the Securities and Exchange Commission’s Division of...more

Whiteford

Client Alert: New SEC Updates Simplify Accredited Investor Verification for Rule 506(c) Offerings

Whiteford on

On March 12, 2025, the staff of the SEC’s Division of Corporation Finance through a no-action letter and Compliance and Disclosure Interpretations (C&DIs) provided clarity on verifying “accredited investor” status under Rule...more

Mayer Brown Free Writings + Perspectives

Reiteration of Existing Principles-Based Guidance and Updated CDIs

Mayer Brown Free Writings + Perspectives on

On March 12, 2025, the staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the “SEC” or the “Commission”) issued an interpretive letter (the “Interpretive Letter”) and...more

BCLP

New SEC Staff Guidance on Verification of Investor Accreditation in Private Placements Involving General Solicitation

BCLP on

On March 12, 2025, the SEC staff confirmed in a no-action letter that issuers may rely on high minimum investment levels, as well as investor self-certification of accredited status, in private offerings involving general...more

K&L Gates LLP

Trust But Verify (With a Minimum Investment Amount)

K&L Gates LLP on

On 12 March 2025, the SEC staff issued a no-action letter for offerings under Rule 506(c) of Regulation D. In the letter, the Staff concurs that an issuer will have taken “reasonable steps to verify” a purchaser’s accredited...more

DLA Piper

SEC Permits Rule 506(c) Accredited Investor Verification with Self-Certification

DLA Piper on

The US Securities and Exchange Commission (SEC) has published no-action guidance providing clarity to issuers relying on Rule 506(c) of Regulation D – an exempt offering pathway that permits issuers to publicly advertise an...more

DLA Piper

SEC Updates Guidance Regarding Exempt Offerings

DLA Piper on

On March 12, 2025, the Securities and Exchange Commission (SEC) published updates to its Compliance and Disclosure Interpretations (C&DIs) related to exempt offerings under the Securities Act of 1933 (Securities Act). These...more

Akin Gump Strauss Hauer & Feld LLP

SEC Staff Provides Guidance on Private Offerings to Accredited Investors That Permit General Solicitation and Other Exemptions

Akin Gump Strauss Hauer & Feld LLP on

On March 12, 2025, the U.S. Securities and Exchange Commission (SEC)’s Division of Corporation Finance (SEC Staff) published new and revised Compliance and Disclosure Interpretations (C&DIs) regarding private offering...more

Buchalter

SEC Issues Modified CDI's on Private Placements and Offering Exemptions

Buchalter on

On March 12, 2025, the SEC dropped a massive amount of changes to their Compliance and Disclosure Interpretations (CDI’s) related to Regulation D and other forms of exempt offerings, including clarification (and flexibility!)...more

Proskauer Rose LLP

SEC Acting Chair Remarks on Private Capital-Raising and Retail Access to Private Companies

Proskauer Rose LLP on

In recent remarks at the Florida Bar's 41st Annual Federal Securities Institute and M&A Conference on February 24, 2025, SEC Acting Chair Mark Uyeda outlined his agenda for what he called a "return to normalcy" at the SEC. If...more

Vicente LLP

Raising Capital for Your Business: Why Companies Should Avoid Non-Accredited Investors

Vicente LLP on

When raising capital, startups and growing businesses must choose among various terms, structures, filings, and investor types. One decision—whether to include unaccredited investors—should be straightforward. For the reasons...more

DarrowEverett LLP

Private Placements in Florida Just Got Easier: Here’s How

DarrowEverett LLP on

Florida recently implemented amendments to its Securities and Investor Protection Act (“Chapter 517”), bringing significant changes to the regulatory framework governing private placements, investment advisors, and exemptions...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

Cooley LLP

Blog: Can You Raise Money From Investors Who Are Not “Accredited Investors”?

Cooley LLP on

A question I receive frequently from entrepreneurs raising capital for the first time is whether they can raise money from people who do not meet the SEC definition of “accredited investors.” The easy answers are “you...more

McCarter & English, LLP

The More The Merrier: SEC Amends Crowdfunding Rules To Increase Investment Limits

McCarter & English, LLP on

On November 2, 2020, the Securities and Exchange Commission (SEC) voted to amend certain rules related to the issuance of securities in exempt offerings—transactions in which the securities sold by the issuer do not need to...more

Goodwin

Divided SEC Votes To Propose “Finder” Exemption From Broker Registration

Goodwin on

On October 7, 2020, the U.S. Securities and Exchange Commission (“SEC”) voted 3-2 to propose a conditional exemption (“Exemption”) to permit natural persons to engage in limited securities activities as “finders” on behalf of...more

Goodwin

Regulation S-K Amendments Effective November 9, 2020

Goodwin on

The SEC approved amendments to Items 101, 103, and 105 of Regulation S-K in late August, as described in a recent client alert, “SEC Adopts Third Round of Disclosure Modernization.” The amendments were published in the...more

Stinson - Corporate & Securities Law Blog

SEC Proposes Expanded Exemption for “Finders”

Stinson - Corporate & Securities Law Blog on

At an open meeting of the Securities and Exchange Commission on October 7th, the Commission approved issuance of a proposed conditional exemptive order that would allow “finders” to engage with accredited investors in...more

Goodwin

CFPB, FTC And 50 States Show Power In Numbers With Operation Corrupt Collector

Goodwin on

In the News. The Consumer Financial Protection Bureau (CFPB), along with the Federal Trade Commission (FTC) and more than 50 federal and state law enforcement partners, announced Operation Corrupt Collector, a nationwide law...more

Troutman Pepper Locke

Summer Enforcement Action Review; Raising Money in a Pandemic - Investment Management Roundtable Discussion

Troutman Pepper Locke on

In this podcast, Greg Nowak, a partner in Troutman Pepper’s Investment Management and Compliance and Hedge Funds Practice Groups, is joined by Evan Katz, Managing Director of Crawford Ventures, Inc., for a candid review of...more

Goodwin

SEC Stays Busy With Amendments And Extensions To Various Rules, Definitions And Disclosures

Goodwin on

In the News. The Securities and Exchange Commission (SEC) adopted final rules to update and expand the statistical disclosures that bank and savings and loan registrants must provide to investors for the first time in 30...more

Alston & Bird

SEC Amends Regulation S-K Disclosure Requirements and Updates Definitions of “Accredited Investor” and “Qualified Institutional...

Alston & Bird on

Our Securities Group reviews new amendments from the Securities and Exchange Commission that seek to help investors better understand disclosure documents and expand the list of those eligible to participate in private...more

Fenwick & West LLP

SEC Expands “Accredited Investor” Definition and Modernizes Disclosure Required by Regulation S-K

Fenwick & West LLP on

On August 26, 2020, the U.S. Securities and Exchange Commission adopted final rules to expand the accredited investor definition and modernize the disclosure requirements under Regulation S-K Items 101 (Business), 103 (Legal...more

Troutman Pepper Locke

SEC Modernizes Disclosure Requirements

Troutman Pepper Locke on

The Securities and Exchange Commission on August 26, 2020 adopted changes to the business, legal proceeding and risk factor disclosures made by public companies and companies going public. ...more

58 Results
 / 
View per page
Page: of 3
Next »

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
Sign up Log in
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide