Posts Tagged ‘ Mark Roderick ’

How To Operate A Title II Portal And A Title III Portal On The Same Platform

By Mark Roderick , CrowdFund Beat   Sr. Guest  Contributor, @CrowdfundAttny. Most Title II and Title IV portals will also want to operate Title III portals, and vice versa. Can they do it? The Title III regulations issued by the SEC appear to contemplate that a Title III portal – a “funding portal” – will do more than operate a Title III portal. For example, 17 CFR §227.401 provides that “A funding portal. . . .is exempt from the broker registration requirements of section 15(a)(1) of the Exchange Actin connection with its activities as a funding portal.” If a Title III portal couldn’t do anything else, that extra language at…

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SEC Regulation A+ – A Primer & FAQ

CrowdFundBeat Data Center, Reg A+ FAQ Regulation A+ – A Primer The following Q & A is intended to provide basic information about the new Regulation A+. Please bear in mind that this information is general in nature, and covers a highly technical area.  So it should be construed as legal or financial advice. Who is Eligible to Use Regulation A+? Any U.S. or Canadian company that has not been a publicly reporting public immediately prior to filing with the SEC is eligible to take advantage of Regulation A+. How Much Can a Company Raise? Any amount up to $50 Million in a 12-month period…

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Report on Regulation A+ Primer

Report on Regulation A+ Primer

By Mark Roderick , CrowdFund Beat   Sr. Guest  Contributor,  Regulation A has labored in obscurity for more than 50 years, an unsightly and forgotten understudy to glamorous headliners like Rule 506. All that changed March 26, 2015, when Regulation A, draped in finery and even given a new name boasting its excellence, stepped into the spotlight, cameras clicking and flashbulbs popping. In the Regulation A+ Primer, I hope to provide practical guidance on the new star of the Crowdfunding universe.                 FULL REPORT PDF FILE  on  Regulation A+ Primer   Mark Roderick is spearheading Flaster/ Greenberg’s Crowdfunding Practice. He speaks and writes regularly on…

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JOBS Act Title IV REG A+ goes into effect, What’s next ?

Why The JOBS ACT Broker-Dealer Exception Doesn’t Matter (MUCH)

Why The JOBS ACT Broker-Dealer Exception Doesn’t  Matter (MUCH)

Why The JOBS ACT Broker-Dealer Exception Doesn't Matter

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CROWDFUNDING A REIT

CROWDFUNDING A REIT

by Mark Roderick, CrowdFunding Beat Sr. Guest Editor, By People sometimes ask “Will Crowdfunding replace REITs?” That’s not exactly the right question. A REIT – an acronym for Real Estate Investment Trust – is not a function of real estate law or corporate law. A REIT is solely a function of tax law. Section 856 of the Internal Revenue Code defines a REIT as a corporation, trust, or association that satisfies certain criteria, including these: At least 75% of the entity’s assets must consist of real estate assets or cash. The entity must have at least 100 owners. Interests in the entity must be transferable. No more…

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WELLS FARGO Withdraws from Crowdfunding Space

By Mark Roderick, CrowdFunding Beat Guest Editor,  OPINION Wells Fargo has been an active player in the Crowdfunding space, serving as the indenture Trustee for both Lending Club and Prosper and owning a chunk of Lending Club through its venture capital arm, Norwest Venture Partners X. Recently, however, Wells Fargo decided it is no longer comfortable with the “risk profile” of retail Crowdfunding. Wells Fargo has been replaced by CSC Trust Company of Delaware as indenture Trustee for both P2P lenders. To me it’s an interesting move, coming just as institutional investors begin pouring into the space. Its possible Wells Fargo views the P2P lenders as competitors and…

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Crowdfunding and The Trust

Crowdfunding and The Trust

By Mark Roderick, CrowdFunding Beat Sr. Guest Contributor, The Securities Act of 1933. The Exchange Act of 1934. The Investment Company Act of 1940. Those are the pillars of the U.S. securities laws, as relevant today as they were 80 years ago. And here’s one more old law relevant to Crowdfunding: the Trust Indenture Act of 1939. Here’s the idea. A company issues its promissory notes (obligations) to a large group of investors. If the company defaults on one or two notes, it might not be financially feasible for those particular investors to take legal action. Even if the company defaults on all the notes it…

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How to Do it Wrong in Crowdfunding

By Mark Roderick, CrowdFunding Beat Sr.guest editor, Flaster/Greenberg P.C.  An SEC enforcement order came across my desk that illustrates how to operate a Crowdfunding portal if you want to meet people who work for the government. The order, with names removed, is available here. As a preface, everything I know about this portal comes from the SEC’s enforcement order. It is possible that the SEC’s allegations are false – even though the portal agreed to a settlement, without admitting wrongdoing – and that the portal actually was in full compliance with all applicable laws. With that said, here’s what the portal did, or is alleged to have…

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Integration of Regulation A+ Offerings with other Offerings

By Mark Roderick CrowdFudning Beat, Guest Contributing Editor, This week I spoke about Regulation A+ on a panel at the National Press Club in Washington, D.C. One topic was whether offerings under Regulation A+ would be “integrated” with other offerings, including offerings under Title II. The word “integration” describes a legal concept in U.S. securities laws, where two offerings that the issuer intends to keep separate are treated as one offering instead. For example, I raise $1 million in an offering under Rule 506(b), where I admit 19 non-accredited investors. Needing more money, I start another offering under Rule 506(b) a month later – and for the same…

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A Model State Crowdfunding Law

A Model State Crowdfunding Law

By MARK RODERICK, Crowdfunding Beat Guest Editor, I was asked recently to draft a Crowdfunding statute for Texas, to augment the proposals made by the Texas State Securities Board. Having done that, I have turned my Texas statute into a model law that could be used by any state, including the handful that have already adopted Crowdfunding in one form or another. The model law is a PDF here. I drafted the model statute with these goals: To balance the interests of investors, entrepreneurs, and state securities regulators; To reflect the lessons I’ve learned over more than 30 years in the capital formation business; To capture the current best…

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IMPROVING LEGAL DOCUMENTS IN CROWDFUNDING

IMPROVING LEGAL DOCUMENTS IN CROWDFUNDING

By Mark Roderick,Crowdfunding Beat, Guest Contributor, Internal rate of return, a financial concept, is not always used correctly in Crowdfunding documents. The internal rate of return, often referred to as IRR, calculates the total rate of return of an investment, expressed as a percentage. Suppose you invested $100 in a bond that paid $5 at the end of each year for four years and were redeemed at the end of the fifth year for $105. Not surprisingly, that investment has an IRR of 5%. Suppose you try to calculate IRR at the end of the fourth year? You tell Microsoft Excel that you paid $100…

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HEADLINE NEWS

Forbes6th Annual Global Crowdfunding Convention Sponsored By ForbesBooksForbesIn 2012, crowdfunding raised $1.7 billion in capital – but last year, total capital raised using crowdfunding reached over $60 billion. This represents a seismic shift in the way that startups, non-profits, [...]

Forbes5 Crowdfunded Side Projects That Became Million-dollar CompaniesForbesCrowdfunding has also given many side projects a fighting chance, when no one else would. Many startups that originally launched on crowdfunding platforms have gone on to build $100 million businesses from the [...]

Will Crowdfunding Become a Big Deal in India?Knowledge@WhartonCrowdfunding — the practice of raising small amounts of capital from a large number of people to fund new ventures — is finally gaining traction in India. The question is: Will it deliver like it has in other markets? India [...]

EJ InsightHK needs crowdfunding-friendly regulatory regimeEJ InsightIn recent years, crowdfunding via the internet has taken the world financial market by storm, providing a platform for any startup with a business idea to pitch in front of a global audience of investors. And in the f [...]

MyAJC (blog)Crowdfunding site urges Georgians to run for Congress | Political ...MyAJC (blog)WASHINGTON -- New billboards popping up in greater Atlanta and Northwest Georgia this week will have a different sort of message than the typical plugs for ...and more » [...]

Now City Governments Are Crowdfunding, Too - CityLabCityLabAround the country, local governments are soliciting donations for everything from dog parks to public defenders. Is this a practical response to budget cuts or a ...and more » [...]

Some Dreamers turn to crowdfunding to pay for DACA renewalMarketplace.orgWhile the ultimate fate of DACA recipients remains unclear, thousands of young people are now rushing to renew their applications before the deadline in early October. However, the cost is $495, which may be reac [...]

Chronicle TelegramCrowdfunding account set up for business damaged in Wellington ...Chronicle TelegramMultiple fire departments battle a blaze early Sunday morning at the old birdseed factory on Depot Street in Wellington. PHOTO COURTESY MICHAEL ...and more » [...]

Model DHamtramck performance space and bar turns to crowdfunding for key renovationsModel DPlanet Ant and MEDC have launched a crowdfunding campaign to raise money to help finish and repair Planet Ant Hall. Should the crowdfunding campaign successfully raise $35,000 by Nov. 1, the MED [...]

The VergeCrowdfunding companies look to Alibaba for their next big ideaThe VergeA company called Frank wants its backers to feel good about buying into its crowdfunding campaign for a new Android phone. Its Indiegogo page is filled with videos emphasizing that the young team at Frank [...]

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