User:WorldMostDangerousLawyer/Regulation A+

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Regulation A+ implements changes to fundraising by small entities mandated by the Jumpstart Our Business Startups Act as amended by the governing a new class of securities offerings in two tiers, Tier I up to $20 million annually and Tier II up to $50 million annually.

The regulations partially preempt state blue sky lawsand permits sales to both accredited investors and the general public.

Overview
Congress determined that the present Regulation A was underused and that to increase smaller companies access to capital, Regulation A should be simplified. The resulting regulations amend Regulation A and include several new means for small firms to raise capital. These include:

(a) partial preemption of state blue sky laws

(b) permitting "testing the waters" by allowing the use of all forms of media to solicit non-binding expressions of interest

(c) creating liquidity by permitting secondary sales of up to 30% of the value raised

The regulations went into effect on June 29, 2015, and a stay requested by the State of Montana was denied by the SEC.

Eligibility
Issuers must be incorporated in the United States or Canada. Fractional interests in oil and gas, "blank check companies," issuers delinquent in reports in the past 2 years, asset based securities and those disqualified as bad actors under Rule 262 are barred.

Tiers
Tier I permits raising up to $20 million. Tier I issuers must comply with state blue sky laws.

Tier II permits raising up to $50 million. Tier II pre-empts state blue sky laws except for registration of offers. Tier II permits sales to