Author Archives: joewallin@outlook.com

If you are administering a private company stock option plan, you need to do what is referred to as “the Rule 701 math” before every grant of stock options or equity awards. What is “the Rule 701 math”? Rule 701 contains a set of mathematical limitations on how many shares of stock you can offer service providersContinue reading “Rule 701 Math: The 15% of Shares Test”

What is Rule 701? And if you are a startup or emerging company, why do you need to know about it? Rule 701 is a federal securities law exemption for issuing equity to employees, contractors and advisors. You need a securities law exemption or registration statement in place to issue securities, and so finding and complyingContinue reading “Rule 701”

Startups raising money need to know how to do so in compliance with federal and state securities laws. The trouble is–it is not always easy to know what the rules are. To make it more difficult, the rules keep changing. Congress passes new laws. The SEC issues new regulations. All of it becomes difficult andContinue reading “Pitching Folks You Just Met”

Guest Post by Randy Ottinger Over 25 years ago my wife asked me to visit Seattle from Boston where we were living at the time. She is a native from Mercer Island, and most of her family is still living in the area. It was May, and the weather was sunny, just as it wasContinue reading “Seattle Technology Ecosystem Study”

Pitching your company to investors and trying to raise money involves meeting a lot of people you have never met before. This is true regardless of the depth of your network. To raise money for a startup, you have to work hard and meet a lot of new people. The SEC has issued rules underContinue reading “Pitching to the Unknown”

The SEC recently issued guidance on angel groups and the general solicitation and general advertising of private company securities offerings. General solicitation and general advertising of private company securities offerings is a hot area. The JOBS Act allows companies that are raising money solely from accredited investors to generally solicit and generally advertise their offerings. However,Continue reading “Angel Groups and the SEC”

As the President of Seattle Angel, I’ve worked with a fair number of new angel investors over the years. I continually found that investors were exploring a personal interest and an investment return when they approached angel investing. This is a little different than a pure financial investor as a pure financial investor isn’t necessarilyContinue reading “Why write a book on angel investing?”

The SEC recently issued guidance on what constitutes a “pre-existing, substantive relationship.” The guidance is helpful for companies raising money for a number of reasons. The SEC guidance is especially helpful because there has been a fair amount of uncertainty about how to make sure a securities offering is not considered to have been generally solicited or generallyContinue reading “The “Pre-Existing, Substantive Relationship””

The SEC recently issued an important no-action letter for online portals, and for other issuers of securities (including startup companies), trying to raise money in compliance with the SEC’s new 506(b) and 506(c) rules. We can thank Dan DeWolf from Mintz Levin and his colleagues for obtaining this guidance from the SEC. Dan wrote a postContinue reading “Online Portals, Rules 506(b) & (c), and CitizenVC”

Once again I had the fun opportunity to work on a writing project with Lauren Hakala from Practical Law. This time we updated the previous piece we had written on General Solicitation, to take into account the recent SEC guidance. General Solicitation: What Are the Highlights of the SEC’s New Guidance? The SEC provided helpfulContinue reading “General Solicitation & Startup Capital Raising”