Regulation Crowdfunding

Reg CF does not run on this website

It is the most common question we get, so here is the plain answer: a Form C offering requires a registered funding portal, and that is not this software.

Why not

Under Regulation Crowdfunding an offering must be conducted through an intermediary that is either a registered broker-dealer or a registered funding portal, and a funding portal is a FINRA member. That is a licence, with examinations and obligations attached to it.

This website holds no such licence and needs none, because it does not act as an intermediary. If you want to raise from non-accredited investors nationwide under Regulation CF, you need a portal — and that is a conversation with a person, not a feature flag here.

Where to go instead

Regulation CF: Sprowtt CF, a federally regulated funding portal and a FINRA member, under its own terms and regulatory record. Or any other registered portal.
Florida intrastate: Invest Local and Limited Offering: Florida companies can conduct Invest Local (s. 517.0612) and Limited Offering (s. 517.0611) raises on StateCF.com. Invest Local does not require an intermediary; a Limited Offering of $2.5 million or more must use a registered dealer or intermediary. Florida companies and Florida investors.
What this software does cover: Federal: Rule 506(b), Rule 506(c) and Regulation A testing the waters, where the room collects indications of interest only. State intrastate: Rule 147A files. In every case the company and its counsel run the offering and we rent them the workspace.

The word crowdfunding gets used loosely for all of this. The exemptions are genuinely different, and the difference decides who may invest, how much, what you file and whether you need a licensed intermediary. Ask your counsel which one you are in.

Offering types this software does not run

Raising capital in Florida?Florida companies can conduct Invest Local (s. 517.0612) and Limited Offering (s. 517.0611) raises on StateCF.com. Invest Local does not require an intermediary; a Limited Offering of $2.5 million or more must use a registered dealer or intermediary. StateCF.com is a Florida OFR-registered intermediary. Registration does not imply that such person has been sponsored, recommended, or approved by the state or an agency or officer of the state or by the United States or an agency or officer of the United States. Rule 147A needs a principal place of business in Florida plus one doing-business test: 80% of revenue, 80% of assets or 80% of net proceeds used in Florida, or a majority of employees based there. Florida adds its own tests for the company: Invest Local requires a for-profit entity registered with the Florida Department of State with its principal place of business in Florida, and a Limited Offering requires revenue derived primarily from Florida operations. Registering to do business, filing a notice or spending proceeds in Florida does not by itself make a company eligible. StateCF can explain the pathway but cannot promise eligibility.Visit StateCF.com Federal crowdfunding (Regulation CF)?Regulation Crowdfunding offerings must run through a registered funding portal. For federal crowdfunding, see Sprowtt CF, a federally regulated funding portal and FINRA member.Visit Sprowtt CF

Separate services under their own terms and regulatory status. Neither is operated through this website.