By Mark Schoeff Jr.,
Usually the thought of Finra regulation sends a shudder through the target, but online platforms that will conduct equity sales in startup companies contend that they welcome the prospect.
The Financial Industry Regulatory Authority Inc. will oversee the portals under the Jumpstart Our Business Startups Act, which eases securities registration for small companies. On Wednesday, the Securities and Exchange Commission and Finra released proposed rules for implementing the so-called crowdfunding provision of the measure.
“Equity crowdfunding will not survive if there aren’t rules to help protect both [issuers and investors],” said Ryan Caldbeck, co-founder and chief executive of CircleUp Network Inc., a crowdfunding site that focuses on consumer and retail companies. “Having a governing body overseeing those rules is positive for all the parties involved.”
Finra already regulates Mr. Caldbeck’s site, which conducts equity crowdfunding for accredited investors. The rules that were proposed on Wednesday would extend access to crowdfunding to ordinary investors, who could buy equity offerings in small amounts.
“We’ve had a productive and positive relationship [with Finra],” Mr. Calbeck said. “They’re receptive to how we’re trying to help investors and companies connect.”
Finra’s regulation of crowdfunding portals will be less stringent than its oversight of broker-dealers, according to Robert Colby, the regulator’s chief legal officer. Portals will not be allowed to engage in brokerage activities, such as soliciting investments, making recommendations or maintaining custody of client funds.
“This is one of our first efforts to create a slimmed-down rule book for a limited-purpose type of entity,” Mr. Colby said. “It is lighter than regulation of brokers consistent with what [portals] do.”
Finra will be monitoring the relationships between portals and brokers.
“We want to make sure the conduct stays in the right channels,” Mr. Colby said. “What I worry about is that in the go-go [online] environment, funding portals may not understand that they cannot go into full sales operations.”
MicroVentures, another crowdfunding site that works with accredited investors, has been overseen by Finra for the last three years. It has been examined twice by Finra in the past three years.
“It’s never easy,” said Bill Clark, founder and president of MicroVentures. “They’re very thorough. They follow up on everything. For us, it wasn’t very painful. It’s just time-consuming.”
He said that his portal has two full-time compliance officers and spends about $100,000 to $150,000 annually on ensuring that all regulations are followed.
Mark Schoeff Jr. covers legislation and regulations affecting investment advisers and brokers and wants to hear from you about how Washington policymakers are influencing your business.