Raising capital is a critical step for startups, expanding businesses, and entrepreneurs looking to fuel growth without taking on traditional debt or giving up excessive equity. Whether you’re seeking funding for a new venture, business expansion, or specialized investment project, Regulation D (Reg D) provides a legal pathway to raise capital from private investors without full SEC registration.
At Moschetti Syndication Law, we specialize in structuring legally compliant private offerings under Rule 506(b) and 506(c)—ensuring your business capital raise is clear, investor-ready, and SEC-compliant from day one.
Regulation D allows businesses to raise unlimited capital from investors while avoiding the complexity and costs of SEC registration. This is especially valuable for startups, growing companies, and entrepreneurs who need funding without the constraints of traditional financing.
When raising capital under Regulation D, one of the first decisions you’ll need to make is whether to use Rule 506(b) or 506(c).
Key Differences Between 506(b) & 506(c)
When to Use 506(b): Best for private networks, relationship-based capital raising, and those seeking some non-accredited investor participation.
When to Use 506(c): Best for publicly marketed offerings, larger-scale fundraising, and exclusively accredited investor participation.
Legal Documents for Your Syndication:
A poorly structured business capital raise can lead to SEC penalties, investor lawsuits, and funding delays. At Moschetti Syndication Law, we ensure your Reg D offering is legally sound, SEC-compliant, and investor-ready.
Flat-Fee Pricing – No hourly fees or unexpected costs.
Comprehensive Reg D Structuring – Full legal support for private placements and business raises.
SEC & Blue Sky Compliance – We handle federal and state regulatory filings.
Reg D exemptions allow private companies to raise unlimited capital without full SEC registration, making it easier to secure investor funding.
506(b) allows non-accredited investors but prohibits advertising, while 506(c) allows public marketing but limits participation to accredited investors only.
Yes—securities law compliance is complex, and proper legal structuring is crucial for investor trust and SEC adherence.
With our streamlined process, most business capital raises are investor-ready in 2-3 weeks.