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Opportunity for Companies to Test File in Preparation for Crowdfunding Offerings

Dec. 18, 2015

Companies may immediately begin test filings of the form to be used when conducting Regulation Crowdfunding offerings. 

Under new SEC rules that take effect on May 16, 2016, companies will be permitted to offer and sell securities through crowdfunding.  Companies seeking to conduct a crowdfunding offering using the new rules must file the required disclosures about the offering on a new Form C on EDGAR, the SEC’s electronic document filing system.  Filers are now able to submit test filings on the new form.  The test filings will be accepted until February 29, 2016, and are intended to help prospective issuers become more familiar with the mechanics of the filing process in advance of a crowdfunding offering.

Companies can access the Form C on the SEC’s EDGAR filing website provided they have a Central Index Key (CIK) and a CIK Confirmation Code (CCC).  These codes are necessary for filing on EDGAR and information on how to obtain them is available on the EDGAR Filer Management page.  The draft technical specifications for the new form are located on the Information for EDGAR Filers page.  Additional information is available on the EDGAR Quick Start Reference Guide.

During this testing period, filers should identify their Form C filings as “test” filings.  “Live” filings are not permitted, and the system will reject such filings, until the rules are effective.  Test filings will not be evaluated for compliance with the rules and will not be reviewed by SEC staff or available for public viewing.  As is the case with any document submitted on EDGAR, testers should not submit confidential or personally identifiable information in the test filings.

The SEC welcomes feedback from testers on the Form C filing process.  Those who encounter problems during the testing of Form C may email or call Filer Tech Support at 202-551-8900 (Option #3). 

December 18, 2015

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