The Investment Company Act of 1940 (ICA) is a federal law that regulates mutual funds and other investment companies. It is an important piece of legislation, as it sets out the rules for how these entities can operate in the United States. This article will explore the ICA from a syndication attorney’s perspective, focusing on… Read More »The Investment Company Act Of 1940 From A Syndication Attorney’s Perspective

Reg D (aka Regulation D) is a Securities and Exchange Commission (SEC) regulation comprised of various rules related to private placement exemptions. It enables certain companies to raise capital without registering the securities with the SEC. A private placement memorandum is prepared and delivered with other syndication documents to the investors. Within 15 days after… Read More »What is Reg D? The 400lb Gorilla of Syndication

The world of securities law and regulation is a complex one, with legal principles that often leave the average syndicator perplexed. But it doesn’t have to be this way – syndication offers an innovative solution for those looking to navigate around complicated rules and regulations. With Regulation D as its cornerstone, understanding how syndication works… Read More »Syndication, Securities Laws, And Regulation D

The Securities and Exchange Commission (SEC) is one of the most important regulatory bodies in the United States. It is responsible for ensuring that investors can trust the investments they make, as well as providing protection from fraud or other misconduct. The SEC also plays an important role in governing the capital markets through its… Read More »The SEC And It’s Regulation D

Real estate syndication is a powerful tool for investors to achieve their financial goals. It’s an exciting way to diversify your portfolio and build long-term wealth, but understanding the fundamentals of real estate syndication fund structures can be intimidating if you don’t know what you’re doing. That’s why I’m here – to break it down… Read More »Real Estate Syndication Fund Structures

What is a Private Placement Memorandum (PPM)? A Private Placement Memorandum (PPM) is a document that provides detailed information about a private placements to potential investors, whether it is to raise capital for real estate, a business, or fund. In the context of Regulation D, a PPM is an important tool for issuers seeking to… Read More »What Is a PPM (Private Placement Memorandum)?

Section 4(a)(2) of the Securities Act of 1933 and Regulation D (Reg D) are both exemptions from the registration requirements for securities offerings. However, they have some key differences. Overall, Section 4(a)(2) is a broad exemption that allows companies to raise capital from a limited number of sophisticated investors without registering the offering with the… Read More »Section 4(a)(2) vs Reg D – Comparing Syndication Structures

Regulation S allows domestic issuers to sell certain securities to non-us persons. Almost always, syndication attorneys will combine the Regulation S exemption with the Regulation D exemption to expand the possible investor base from US persons to the whole world. What is SEC Reg S? Definition of Reg S Regulation S, or Reg S for… Read More »Regulation S – Raising Money From Offshore Investors

Raising capital is a critical step for any startup or small business. One of the most common ways to raise money is by selling securities, aka syndication. There are several regulations that companies can use to raise capital, including Rule 147A (amended Rule 147), Section 4(a)(2),  and Reg D. Both of these regulations provide an… Read More »Rule 147A vs Reg D Offerings – Comparing Syndication Structures

Reg CF and Reg D are two options for startups and small businesses looking to raise capital through syndication. Both options allow companies to offer securities to the public, but there are significant differences between the two that make them better suited for different types of companies and situations. In this article, we’ll take a… Read More »Reg CF vs Reg D Offerings – Comparing Syndication Structures

When it comes to raising capital, companies have a variety of options to choose from. Two popular exemptions to securities registration are Regulation A (Reg A) and Regulation D (Reg D). Understanding the key differences between these two exemptions can help companies make informed decisions when it comes to syndication. Comparison of Reg A and… Read More »Reg A vs Reg D Offerings – Comparing Syndication Structures

What is syndication? Syndication refers to the process of bringing together a group of investors, known as a syndicate, to participate in a financial transaction such as a debt or equity offering. The sponsor, manager, limited partner or lead investor, is responsible for coordinating the syndicate and may also take on a larger share of… Read More »Syndications and funds: Raising outside capital for investment

Form D is a filing with the Securities and Exchange Commission (SEC) which allows sponsors to sell securities to raise capital under the SEC’s Regulation D (Reg D). What Is SEC Form D? Form D is the form filed with the SEC notifying it that a sponsor will be selling securities in accordance with Regulation… Read More »SEC Form D: Everything You Need to Know

Syndicators looking to raise capital from investors in Missouri should be aware of the Missouri’s Blue Sky Laws. These laws regulate the securities industry within the state and understanding the basics of Missouri‘s blue sky laws will help you make smart business decisions about how you put together an offer and protect yourself from potential… Read More »Missouri Blue Sky Laws for Syndication

Syndicators looking to raise capital from investors in West Virginia should be aware of the West Virginia’s Blue Sky Laws. These laws regulate the securities industry within the state and understanding the basics of West Virginia’s blue sky laws will help you make smart business decisions about how you put together an offer and protect… Read More »West Virginia Blue Sky Laws for Syndication

Syndicators looking to raise capital from investors in Wyoming should be aware of the Wyoming’s Blue Sky Laws. These laws regulate the securities industry within the state and understanding the basics of Wyoming’s blue sky laws will help you make smart business decisions about how you put together an offer and protect yourself from potential… Read More »Wyoming Blue Sky Laws for Syndication

Syndicators looking to raise capital from investors in Wisconsin should be aware of the Wisconsin’s Blue Sky Laws. These laws regulate the securities industry within the state and understanding the basics of Wisconsin‘s blue sky laws will help you make smart business decisions about how you put together an offer and protect yourself from potential… Read More »Wisconsin Blue Sky Laws for Syndication

Syndicators looking to raise capital from investors in Washington should be aware of the Washington’s Blue Sky Laws. These laws regulate the securities industry within the state and understanding the basics of Washington’s blue sky laws will help you make smart business decisions about how you put together an offer and protect yourself from potential… Read More »Washington Blue Sky Laws for Syndication

Syndicators looking to raise capital from investors in Virginia should be aware of the Virginia’s Blue Sky Laws. These laws regulate the securities industry within the state and understanding the basics of Virginia‘s blue sky laws will help you make smart business decisions about how you put together an offer and protect yourself from potential… Read More »Virginia Blue Sky Laws for Syndication

Syndicators looking to raise capital from investors in Vermont should be aware of the Vermont’s Blue Sky Laws. These laws regulate the securities industry within the state and understanding the basics of Vermont‘s blue sky laws will help you make smart business decisions about how you put together an offer and protect yourself from potential… Read More »Vermont Blue Sky Laws for Syndication