Quote from: rickC137 on May 01, 2018, 04:08:43 AM

Quote from: PotatoFlakeSTi on April 30, 2018, 05:34:42 AM

To that point though, we were nearing a little conundrum... Section 12(g) of the Securities Exchange Act of 1934. While the JOBS Act did address the threshold for security registration we currently estimate as many as 400-450 of our investors of the ~500 are unaccredited. If we extended, and reached our Reg D goal it's feasible that we would have 500 unaccredited investors in addition to total assets in excess of $10 million.

This would prevent us from using an exemption from registration, instead requiring us to register our security. This would be a massive financial burden on the company.
More information here: https://www.sec.gov/info/smallbus/secg/jobs-act-section-12g-small-business-compliance-guide.htm

Awesome post. Thanks for taking the time to write it.

I assume you mean "reached our Reg CF goal" not "reached our Reg D goal".

That is an ugly reality, which is why I assume you are going Reg D 506 next for accredited only. Then you will take your <500 unaccredited + X accredited and file for an A+? I assume that the non-accredited investors gained in the A+ do NOT work against the 500 limit?

I was thinking more in terms of fully subscribing a $15m offering after having accrued 500 unaccredited investors. Regulation A+ unaccredited investors would also count toward the limit, but at that point we will be better poised to deal with the potential cost... Or we could limit investments from unaccredited investors so our total continues to stay below 500. Total investors before registration would be required is a combined 2000.