Quote from: LiteBit on April 30, 2014, 06:31:37 AM

We filed our Form D around a month before this offering was drawn up and complete. As stated previously, an amendment will need to be filed when the offering is finished to correct our amount raised and dates ('Offering to be held at a future date' was originally filed). As also pointed out and agreed upon by us, filing the amendment under Rule 506(b) is out of the question because of the same reasons you list. We agree and also reference the same verbiage you quoted from the SEC.gov website within the Prospectus.

Moving forward most likely will include restructuring the offering per 506(c), getting experienced advice on valuation criteria (hot topic), filing an amendment and taking a look into funding via an AngelList platform that caters to accredited investors. This will all need to be evaluated and a decision to move forward or not will need to be made.

TL;DR We agree

You were already warned about this once, but you decided to proceed. But, hey, your choice, right?

Unfortunately, your offering will not accommodate 506(c), either. Under 506(b) your investors can self-certify as accredited investors, but under 506(c) you need to take reasonable steps to verify that they are qualified as accredited investors. This means collecting personal information to verify identity as well as supporting documents that prove a net worth over $1m USD or earned income exceeding $200k for each of the past two years.

The Counterparty platform on which you've already begun selling has no means to enforce this (though this has already been mentioned), or to limit their resale...

Just be happy that nobody has mentioned the Whistleblower program, which provides a 10-30% bounty on SEC enforcement actions that result from tips on possible SEC violations. With all of the faucet mongers on this forum, I imagine at least one or two of them would spend a few minutes on the SEC website for a payday down the road.