The Securities & Exchange Commission (SEC) has made it clear that a minimal “check the box” approach is not sufficient.
How does allowing crowdfunding of equity differ from the traditional startup finance model of investment by angels and venture capitalists? This article looks at literature by crowdfunding advocates which argues that the answer to this question...
This article continues a series which explains when securities laws impact business transactions. The focus of this article is on promissory notes and the jurisprudence which has been developed to determine when such a note qualifies as a...
How are the shares offered to the public in an IPO priced? This article looks to the most recent draft of Facebook's IPO prospectus, which included new language detailing how the company arrived at its initial offering price. The article...
The JOBS Act represented the most sweeping change to the federal securities laws in quite some time. Because many of its changes replaced bright line prohibitions with permissive standards, this article points out that the Act might lead...
The creation of an equity crowdfunding securities exemption was big news at the time of the passage of the JOBS Act, but as this article points out, regulators are still warning that it is too early to conduct a crowdfunded offering of equity. ...
The equity crowdfunding exemption created by the JOBS Act enmeshes "funding portals" within its statutory scheme. This article notes that there are a number of sophisticated parties building these funding portals, but wonders if the other...
This post completes a three-part primer which teaches founders about legal aspects of seed financings with a focus on a handful of tricky issues which arise in this context when using convertible notes. The issues so discussed in the article...
The JOBS Act aimed to allow small businesses and startups to more easily raise capital by making the regulations around certain types of fundraising less restrictive. Much of the implementation of the JOBS Act remains to be done by the SEC, and...
What does the JOBS Act mean for your business (or, as applicable, business idea)? That's the question motivating this article; the article looks at five of the major changes made by the JOBS Act, details the status quo which was altered and...