- Home
- Contributors
- Benji Jones
Benji Jones
@BenjiJones
Counsel
Smith Anderson Law Firm, Raleigh NC
Benji has been active in the investment crowdfunding space since the adoption of the JOBS Act of 2012.
Tags
crowdfunding securities CfPA Board regulation cf regulation A+ alternative financing
Biography
Benji Taylor Jones is a corporate-securities attorney with over 25 years of practice, based in Raleigh, North Carolina. Benji has been active in the investment crowdfunding space since the adoption of the JOBS Act of 2012 – launching North Carolina’s first Regulation CF offering, the first Regulation A+ offering for a microlending real estate platform and co-authoring of NC’s intrastate crowdfunding bill. Benji continues to practice in the alternative financing and traditional exempt offering landscapes with her current law firm, Smith Anderson. Benji is an adjunct professor at Campbell Law School, where runs a pro-bono legal clinic for local startups. Read Benji’s full bio at https://www.smithlaw.com/professionals/Benji-Jones. Contact her directly at bjones@smithlaw.com or 919-673-4301
It means that the instrument/contract that is being assessed will be considered a "security" under applicable laws. This means you will need to either register the offering of that security (with the SEC and applicable state regulators) or find an exemption for those registration requirements.
It is a rolling 12-month period. So you can start a new one as long as you are under the threshold and you have the needed financial statements. Usually you will need to prepare new financial statements every April 30 (for calendar-year companies)
Assuming you are asking about another CF round. The cap under Regulation CF is applied to a rolling 12-month period.
Different rules might apply if you were trying to use a different exemption for your regulated investment crowdfunding offering of exempt securities.
Sometimes but it really depends on your particular circumstances.
Investment crowdfunding can potentially limit future financing options due to the large number of shareholders on the cap table. When a company has numerous individual investors from a crowdfunding campaign, it can complicate future fundraising efforts as new investors may be wary of coming into a situation with such a dispersed ownership structure. Additionally, managing communication and decision-making with a large number of shareholders can be challenging and time-consuming for the company's management team.
There are ways to limit the effects of both of these concerns with planning. For instance, a company may be suited to issued non-equity securities, like revenue share notes, or might utilize transfer agents that consolidate ownership into one record holder. You could also limit voting rights on regulated investment crowdfunding issued securities.
Institutional and angel investors have varying views on crowdfunding. There has been a significant shift in "acceptance" of the use of regulated investment crowdfunding by many more (but not all) institutional and angel investors. It may also depend on the region of the country where those investors are located.
I'd be happy to chat more about the realities as they would apply to your circumstances if you want to chat directly.
Powered by Brainsy, Inc. (Patented and Patents Pending)