August 17, 2013
Thank you for soliciting comments about the Securities and Exchange Commission on its proposed amendments to Regulation D under the Securities Act of 1933, and Form D.
I'm a startup founder and it is my firm belief that the difficult and confusing filing requirements will deal a death blow to startups as an unintended side-effect of these amendments. Rather than building policy based on the fundraising practices of yesteryear, please consider the intricate and fragile role that today's startups play in driving innovation in our country, the countless jobs and economic benefits derived from that role, and the work
1. Allow third parties to do the filing on issuers behalf via API. Anything else makes the process needlessly heavy on man hours which benefits neither the SEC or startups.
2. Allow the company (or a third party like AngelList) to hold the financing materials so the SEC can access them. This would also serve to make compliance real-time and simple.
3. Only require legends and disclosures when terms are communicated. Simple announcements or acknowledgements of financing shouldn't require legends or disclosures.
4. Drop the 15 day in advance before financing rule entirely. There are no tangible benefits to imposing this rule, especially when the SEC won't be reviewing the documents in that time frame. After the fact filing serves to ensure a higher level of accuracy and efficacy for startups around the process of fundraising.
5. Dont impose death penalties for noncompliance. Instead, reduce the costs of compliance. Information in a Form D filing is held as confidential to our ecosystem. Allowing that information to be publicly available inadvertently releases information which hurts us competitively.