An Overview of the Proposed Crowdfunding Rules

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Sturm College of Law


Equity crowdfunding, Jumpstart Our Business Startups Act of 2012 (JOBS Act), Securities Act of 1933, Securities and Exchange Commission (SEC), Rulemaking, Offering statement


We are discussing possible rulemaking for equity crowdfunding under the JOBS Act. On October 23, 2013 the Securities and Exchange Commission (“SEC”) unanimously voted to propose a set of crowdfunding rules under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the proposed rules, an issuer must comply with four main requirements in order to undertake a Section 4(a)(6) offering. In order to utilize the 4(a)(6) exemption, the issuer must file a Form C: Offering Statement with the SEC that provides various disclosures to investors and relevant intermediaries. A key component of the proposed rules is that the crowdfunding offering must occur through the use of an intermediary and its online platform. The proposed rules also address such issues as the early completion of an offering, investor cancellation of a subscription, reconfirmations of subscriptions as a result of material changes, uncompleted offerings, advertising restrictions, promoter compensation, and funding portal regulations.

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Stacey L. Bowers


English (eng)

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The Race to the Bottom