SIE: Small Issues: Regulation A

Small Issues: Regulation A

As long as a business does not want to raise more than $50 million in equity over a one-year period, the business can raise money under a Regulation A exemption from SEC registration. Regulation A exemptions are open to non-reporting U.S. and Canadian issuers that have a legitimate business plan. Regulation A is not open to investment companies or disqualified issuers.

Under Regulation A, a business does not have to file a complete SEC registration statement. Instead, it may file an offering circular with the SEC. An offering circular is like a prospectus, but briefer. Regulation A offerings are also different from public offerings because issuers can solicit interest in the offering (called “testing the waters”) befo