The Financial Choice Act: How to Make it Better re Form D

Congress is preparing a bill known as the Financial CHOICE Act of 2016. There is a lot in the bill (and so it is worth scanning the table of contents for issues you might care about). One of the provisions of the bill, Section 1066, would revise the Form D filing requirements to make them easier on … Continue reading The Financial Choice Act: How to Make it Better re Form D

The RAISE Act: Good News for Tech Workers

The RAISE Act would allow holders of stock in private companies to more easily sell their shares. Sales of private company stock are known as “secondary transactions.” Secondary transactions are currently hard to do because of the securities law restrictions on sales of shares in private companies, and also because companies frequently impose a number of … Continue reading The RAISE Act: Good News for Tech Workers

Indexing the Accredited Investor Standard to Inflation: A Bad Idea

Now that the election is over, it is unclear, at least to me, which direction startup public policy will take. It is in all of our best interests that we have a startup public policy that promotes innovation and creativity. Too often we have laws that slow us down, impede us, or flat out make … Continue reading Indexing the Accredited Investor Standard to Inflation: A Bad Idea

Intrastate Crowdfunding: SEC Adopts Helpful Rules

The SEC adopted final rules today to facilitate intrastate crowdfunding offerings. Intrastate Crowdfunding Intrastate crowdfunding is a phenomenon I am not sure many people anticipated. In the wake of the JOBS Act, when everyone was waiting for the SEC to finalize the Title III JOBS Act equity crowdfunding rules, states started passing their own laws. … Continue reading Intrastate Crowdfunding: SEC Adopts Helpful Rules

The Text of New Section 4(a)(7)

If you are looking for the complete text of new Section 4(a)(7) of the Securities Act of 1933, as amended, I have quoted it in full below. You can also find the entire text of the Fixing America’s Surface Transportation Act or the “FAST Act” at this link. This new law makes it substantially easier … Continue reading The Text of New Section 4(a)(7)

The Two Definitions of Accredited Investor

You may not be aware, but the federal securities laws contains two definitions of the term accredited investor. One definition is helpful to startups, and the other is not. The definition of accredited investor that is helpful to startups is found in Regulation D. Rule 506 of Regulation D is the securities law exemption used … Continue reading The Two Definitions of Accredited Investor

Rule 147: Comments to SEC Due Monday

If you want to comment on the SEC’s proposed amendments to Rule 147, the deadline is Monday. Rule 147: What Has The SEC Proposed In general, what the SEC has proposed are good improvements to the law. For example: a company using the newly proposed Rule 147 would not have to be incorporated in the … Continue reading Rule 147: Comments to SEC Due Monday

State Crowdfunding: The SEC’s Proposed Rules

I overreacted a bit in my last blog post when I said that Washington State’s crowdfunding law might be statutorily “broken” if the SEC’s proposed rules on Rule 147 were adopted. If you are not familiar with how the securities laws in this area are written, Rule 147 is the rule that interprets Section 3(a)(11) of the Securities Act. … Continue reading State Crowdfunding: The SEC’s Proposed Rules

Washington State Crowdfunding Law in Jeopardy?

The SEC has proposed amendments to Rule 147. The trouble is, the proposed rules would take away one of the federal law support beams for Washington State’s equity crowdfunding law. Our statute requires compliance with Section 3(a)(11) of the Securities Act of 1933, as amended, and Rule 147, and the SEC has proposed that Rule 147 no longer … Continue reading Washington State Crowdfunding Law in Jeopardy?

Rule 147: Good News

The SEC has proposed changes to Rule 147. You can find the proposed amendments here. Rule 147 is one of the federal securities law rules that makes state-level equity crowdfunding more difficult. The reason? Rule 147 is the rule issued pursuant to Section 3(a)(11) of the Securities Act of 1933. Section 3(a)(11) is the statutory basis … Continue reading Rule 147: Good News