An accredited investor includes a Limited Partner (LP) who has earned income of $200,000 (or $300,000 with spouse) in each of the prior two years, and reasonably expect the same for the current year, or has a net worth over $1 million; excluding primary residence. An accredited investor also includes officers and directors of the issuer and various institutions that have more than $5 million in assets. 

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Non Accredited Investor is someone making less than $200,000 annually (or $300,000 with spouse) and a net worth of less than $1 million when their primary residence is excluded but has access to capital to invest. 

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Regulation Offering Status

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What is Regulation CF?

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Regulation CF, also known as “equity crowdfunding” is a type of offering similar to Regulation A+; allows raising funds from the public. Regulation CF allows the maximum of $1 million to be curated and companies wishing to invest must file with SEC (Security Exchange Commission) before participation.

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What is Regulation A?

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Regulation A is an exemption from registration for public offerings. Regulation A has two offering tiers: Tier 1, for offerings of up to $20 million in a 12-month period; and Tier 2, for offerings of up to $50 million in a 12-month period

 

What is Regulation D?

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Regulation D provides two distinct exemptions from registration for companies when they offer and sell securities. Companies relying on the Rule 506 exemptions can raise an unlimited amount of money

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Rule 506(b) allows up to 35 non-accredited investors. But each non-accredited investor must receive an extensive disclosure document with almost as much detail as is required for an initial public offering registered with the Securities and Exchange Commission.

 

Rule 506(c) allows companies to advertise their securities offering to the general public without having to register with the SEC, as long as the securities are only sold to accredited investors and the company verifies that the investors are accredited.