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Regulation A+

Learn more about our capital formation process using Regulation A+

Regulation A+ Tier 1

  • Raise as much as $20,000,000 in a 12 month period
  • Affiliate security holders can offer no more than $6,000,000 from the sale of securities
  • Affiliates are prohibited from selling more than 30% of their affiliate shares
  • Form 1-A registration statement required with the SEC
  • Under SEC Rule 144 affiliates can sell shares after one year
  • An SEC-registered Transfer Agent much be engaged by the issuer
  • Business can be organized in the United States or Canada under the following structures: C-corp, S-Corp, LLC or REIT
  • Two year GAAP or PCAOB audit is required on issuer financial statements
  • Issuer is required to maintain adherence to existing individual state Blue Sky laws
  • Allows investment from and solicitation to both non-accredited and accredited retail investors

Regulation A+ Tier 2

  • Raise as much as $50,000,000 in a 12 month period
  • Affiliate security holders can offer no more than $12,000,000 from the sale of securities
  • Affiliates are prohibited from selling more than 30% of their affiliate shares
  • Form 1-A registration statement required with the SEC
  • Under SEC Rule 144 affiliates can sell shares after one year
  • An SEC-registered Transfer Agent much be engaged by the issuer
  • Business can be organized in the United States or Canada under the following structures: C-corp, S-Corp, LLC or REIT
  • Two year GAAP or PCAOB audit is required on issuer financial statements
  • Avoids the need to adhere to state Blue Sky laws
  • Annual and semi-annual reporting required under Tier 2
  • Allows investment from and solicitation to both non-accredited and accredited retail investors

Tier 2 Regulation A+ preempts most state Blue Sky Laws, allowing issuers to generally solicit and sell securities to non-accredited and accredited investors alike through general advertising.