Understand Federal and State Securities Laws Before Raising Money

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The applicability of the federal securities laws is remarkably broad. The Securities Act of 1933 defines a “security” to include stock, bonds, notes, fractional undivided interests in oil, gas and other mineral rights, and “investment contracts.” The Supreme Court analyzed such contracts in the Howey case to mean investments in a common enterprise with an …Read more

Crowdfunding Investment Opportunities Now Available

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Let the crowdfunding begin! Monday May 16, 2016, was the first day that crowdfunding under Title III of the JOBS Act could be used by companies to raise money via the Internet. Below are links to a few of the portals that have been authorized by the SEC to serve as intermediaries in these transactions. …Read more

Challenges to Raising Money Through Social Media While Complying with the JOBs Act

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In September 2013, Title II of the JOBs Act went into effect. For the first time private companies could lawfully raise investment capital from the public using Social Media to spread the word about the investment. More and more, Social Media is driving the capital raising process for small businesses across the U.S. The enactment …Read more

How Title I of the JOBS Act Significantly Changed the IPO Playbook

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Historically, federal securities laws have imposed significant – some would say onerous – disclosure and reporting requirements on companies seeking to raise money in the public equities markets. Testing the market was, for the most part, unlawful for fear of conditioning the market of prospective investors to your offering. Comments from the staff of the …Read more

Making it Easier for Private Companies and Emerging Growth Companies to Raise Capital

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In April of 2012, President Obama signed into law the Jumpstart Our Businesses Startups Act (“JOBS Act”). This bipartisan legislation was designed to stimulate job growth by making it easier and less costly for smaller companies to raise capital in the United States by relaxing the regulations that apply to private offerings, initial public offerings …Read more