Regulation Crowdfunding enables eligible companies to offer and sell securities through crowdfunding. The rules:
- require all transactions under Regulation Crowdfunding to take place online through an SEC-registered intermediary, either a broker-dealer or a funding portal
- permit a company to raise a maximum aggregate amount of $1,070,000 through crowdfunding offerings in a 12-month period
- limit the amount individual investors can invest across all crowdfunding offerings in a 12-month period and
- require disclosure of information in filings with the Commission and to investors and the intermediary facilitating the offering
Securities purchased in a crowdfunding transaction generally cannot be resold for one year. Regulation Crowdfunding offerings are subject to "bad actor" disqualification provisions.
Additional Information and Resources
- Compliance Guide for Crowdfunding Issuers
- Compliance Guide for Funding Portal Registration
- Compliance Guide for Crowdfunding Intermediaries
- Press Release: SEC Adopts Rules to Permit Crowdfunding
- Staff Report: Regulation Crowdfunding June 2019
- Staff Guidance: Regulation Crowdfunding Compliance and Disclosure Interpretations
- Investor Bulletin: Crowdfunding for Investors
- Investor Bulletin: Crowdfunding Investment Limits Increase
- Investor Bulletin: Be Cautious of SAFEs in Crowdfunding
- U.S. Securities-based Crowdfunding Under Title III of the JOBS Act
Additional Information and Resources
- Temporary Amendments to Regulation Crowdfunding; Extension
- Press Release: SEC Provides Temporary, Conditional Relief to Allow Small Businesses to Pursue Expedited Crowdfunding Offerings
- Press Release: SEC Provides Additional Temporary Regulatory Relief and Assistance to Market Participants Affected by COVID-19
- Press Release: SEC Proposes Rule Changes to Harmonize, Simplify and Improve the Exempt Offering Framework
- Press Release: SEC Seeks Public Comment on Ways to Harmonize Private Securities Offering Exemptions
- Compliance Guide for Crowdfunding Issuers
- Compliance Guide for Funding Portal Registration
- Compliance Guide for Crowdfunding Intermediaries
- Press Release: SEC Adopts Rules to Permit Crowdfunding
- Staff Report: Regulation Crowdfunding June 2019
- Staff Guidance: Regulation Crowdfunding Compliance and Disclosure Interpretations
- Frequently Asked Questions Regarding Regulation Crowdfunding and Intermediary Requirements
- Investor Bulletin: Crowdfunding for Investors
- Investor Bulletin: Crowdfunding Investment Limits Increase
- Investor Bulletin: Be Cautious of SAFEs in Crowdfunding
- U.S. Securities-based Crowdfunding Under Title III of the JOBS Act