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Recursion

(56,582 posts)
Fri Mar 27, 2015, 01:20 AM Mar 2015

SEC rule change moves towards allowing crowdfunding

Basically, this allows something like kickstarter projects to offer actual ownership shares to their funders rather than just tchochkae and credits on the liner notes. The law since the 1930s (written to make it harder to do pump & dumps and Ponzi schemes) limited both the number and kind of investors stock issuances could accept. So, a video game developer on indiegogo or a musician on kickstarter could not sell "shares" of their products (with the possibility of future revenue if the project hits gold); they could only "accept donations". This rule change at least allows for the possibility of a venture opening up to a crowdfund style of investment.

http://www.sec.gov/news/pressrelease/2015-49.html#.VRTl0_mx4Zi

The new rules update and expand Regulation A, an existing exemption from registration for smaller issuers of securities. The rules are mandated by Title IV of the Jumpstart Our Business Startups (JOBS) Act.

The updated exemption will enable smaller companies to offer and sell up to $50 million of securities in a 12-month period, subject to eligibility, disclosure and reporting requirements.

“These new rules provide an effective, workable path to raising capital that also provides strong investor protections,” said SEC Chair Mary Jo White. “It is important for the Commission to continue to look for ways that our rules can facilitate capital-raising by smaller companies.”

The final rules, often referred to as Regulation A+, provide for two tiers of offerings: Tier 1, for offerings of securities of up to $20 million in a 12-month period, with not more than $6 million in offers by selling security-holders that are affiliates of the issuer; and Tier 2, for offerings of securities of up to $50 million in a 12-month period, with not more than $15 million in offers by selling security-holders that are affiliates of the issuer. Both Tiers are subject to certain basic requirements while Tier 2 offerings are also subject to additional disclosure and ongoing reporting requirements.
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