Aug72024
Once a private securities offering is ready to launch, issuers and fund managers must tackle the challenge of raising capital. Registered broker-dealers play a significant role in securities offerings by connecting issuers with potential investors. However, an increasing number of unregistered capital raisers, finders, agents, and individuals with similar titles claim they can assist issuers...
In private fund formation, fund managers face a critical decision: whether to structure their fund as a traditional blind pool fund or a deal-by-deal fund. Each structure offers distinct benefits and challenges, catering to different issuers, investors, and strategies. Understanding the key characteristics, advantages, and disadvantages is crucial for fund managers to select the vehicle...
One of the key challenges for EB-5 investors is identifying investment funds. Many focus on personal earned income, gifts, or loans; however, another viable option is to use profits from an existing business the investor owns. EB-5 Investment Requirements Investors must invest $800,000 or $1.05 million, depending on whether the project is in a Targeted...
Jun62024
Yesterday, a significant win for private fund managers emerged from the U.S. Court of Appeals for the Fifth Circuit (“Fifth Circuit“) when a three-judge panel unanimously overruled the Security and Exchange Commission’s (“SEC“) private fund rules passed in August (“Private Fund Rules“). These rules expanded oversight over private funds by restricting certain activities, prohibiting preferential...
The Social Security Administration (SSA) issues Social Security Numbers (SSNs) and cards to U.S. citizens, immigrant visa holders, and certain nonimmigrant visa holders residing in the U.S. with work authorization from the U.S. Department of Homeland Security (DHS). Applying for an SSN is free. SSNs are used for reporting earnings and taxes to the IRS,...
This week, the Securities and Exchange Commission (“SEC“) and the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN“) jointly proposed new legislation requiring exempt reporting advisers and registered investment advisers to adopt written customer identification programs (“Proposed Rule“). Complimenting the February FinCEN proposal to designate advisers as “financial institutions” under the Bank Secrecy...
On April 23, 2024, by a close 3-2 vote, the Federal Trade Commission (“FTC”) issued a final rule with a retroactive effect banning non-compete clauses nationwide (“New Rule”). Unless legal challenges delay or block enforcement, the New Rule become effective 120 days after publication in the Federal Register. According to the FTC, the New Rule...
When raising capital, establishing meaningful relationships with investors is essential for success. For private offerings under Rule 506(b) of Regulation D of the Securities Act, this concept is especially imperative. Rule 506(b) exempts issuers of private offerings from the extensive disclosure requirements in public offerings. Unlike Rule 506(c), which permits general solicitation, Rule 506(b) allows...