Tagged: jor law

ICO Advisors: Are they Broker-Dealers or Finders?


Despite the record success of many initial coin offerings (ICOs), raising capital for ICOs is a difficult process.  It is tempting to accept help anywhere one can get it, and there is no shortage of persons and companies clamoring to “find” or refer investors in… Read More

Doing a Concurrent Reg D & Reg S Initial Coin Offering

Initial coin offerings are all the craze, and for good reason.  According to CoinSchedule, over $3 billion has been raised in the first 10 months of October.  The Securities Exchange Commission released an investigative report concluding that DAO tokens were securities, and that scared people… Read More

Don’t Panic! US Securities Exemptions for Initial Coin Offerings

So you were ready to do an initial coin offering (ICO), and then the Securities Exchange Commission released an investigative report concluding that DAO tokens were securities.  Seasoned securities attorneys have always known that token sales could implicate securities laws if the tokens were treated… Read More

Syndication is the What, Crowdfunding is the How

Syndication and crowdfunding are terms that have been used interchangeably within the last decade, and their concepts and meaning have become increasingly blurred. However, whereas syndication focuses on funding relationships and structure between the funder and funded, crowdfunding is a method of finding investors (or… Read More

Everything You Need to Know About Accredited Investor Verification

For years, most capital raises conducted by private companies have primarily relied on Regulation D as an exemption from compliance with certain burdensome securities laws.  In particular, most offerings were conducted under what was known as Rule 506 under Regulation D.  Those offerings, which have… Read More

What’s In a Regulation A Plus Offering Circular, Anyway? 

        If your company is not public and plans to raise capital, you might have considered Regulation A Plus – and you are aware that it comes with a big warning sticker: the company needs to prepare an offering circular and go… Read More

Legal: Drafting the Regulation A Offering Statement

If your company has decided to take advantage of the new avenues for reaching investors under Regulation A, the biggest task you face will be preparing an offering statement that includes mandatory disclosures about the offering and the offeror, and obtaining Securities and Exchange Commission… Read More

Part II: Due Diligence to Identify “Bad Actors” In Private Offerings under Rule 506

This the second part, of a two part series, reviewing Bad Actors in private placements.  The first article may be viewed here. The Securities and Exchange Commission (SEC) issued new Rule 506(d) in 2013, a rule that bars felons and other specified “bad actors” from… Read More

Identifying “Bad Actors” In Private Offerings under Rule 506

This article is part one, of a two part discussion, on Identifying Bad Actors for private placements. In 2010, as part of the aftermath of the Global Financial Crisis of 2008, Congress adopted the Dodd-Frank Wall Street Reform and Consumer Protection Act. While most of… Read More

Crowdfunding EB-5 Foreign Investors: A Path to US Citizenship

Billions of dollars have flowed into U.S. companies through a little known program known as “EB-5”.  EB-5 is an immigrant investor program created by Congress in 1990 to stimulate the U.S. economy through job creation and capital investment by foreign investors.  The program is administered… Read More

VerifyInvestor & CommunityLeader Form Partnership on Investor Verification

CommunityLeader and Verify Investor have announced a strategic partnership to provide crowdfunding and private placement platform operators with an integrated solution for verifying investor accreditation status which meets the SEC’s “reasonable steps” standards required for all companies conducting Rule 506(c) capital raises. “VerifyInvestor.com is proud… Read More