Key Features of Regulation D, Rule 506(c)

  • The issuer can raise an unlimited amount of money;Issuers can sell their securities to an unlimited number of accredited investors;
  • The issuer must take steps to verify the status of the investor: to ensure that the investor is an accredited investor;
  • Non-accredited investors can not participate in a Rule 506(c) offering;
  • General solicitation and advertising of the offering is allowed;
  • The issuer must file a Form D within 15 days after the first sale of securities in the offering;
  • Rule 506(c) offerings are subject to bad actor” disqualification provisions; and,
  • Issuers must comply with state security laws (“Blue Sky Laws”) and regulations in the states within which securities are offered and sold.
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