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I am a satisfied customer of and recommend Nolo Press. They publish books about "How to start a corporation" that answer questions like yours here, and also gu

by dasht 17y ago

I am a satisfied customer of and recommend Nolo Press. They publish books about "How to start a corporation" that answer questions like yours here, and also guide you through incorporating properly without paying excessive lawyer fees. One way to understand restrictions requiring qualified or registered investors for public offerings is to look at examples of who has been busted for breaking such laws. An example I recall from a Nolo publication is the "movie deal". You pick up a copy of Variety (back in the day) and there's an ad: "Invest in a new motion picture. Major director. Outstanding cast. Guaranteed returns. Call 555-1212". Then, a few weeks later, the check has cleared, grandpa is out $50K but owns a useless stock "certificate", and the grifters have disappeared into the woodwork and broken the lease on the fancy office they rented for the "Unbelievable Films" 'company'.

grellas 17y ago
Even as a business lawyer, I can heartily recommend self-help resources, of which Nolo is a good example. They use highly qualified lawyers as authors to distill legal issues for use by lay people. During the fever pitch reached in the bubble era, I bumped into a situation where a startup had raised $7M from so-called "accredited investors" by advertising the opportunity on the web. Large numbers of the investments were in the $5K range from, e.g., a small town in Texas, and it is clear that the investors were merely clicking through a screen by which they confirmed they were "accredited" without really being so. By the way, the SEC does allow companies to use the web in certain restricted circumstances in connection with their offerings (the above case obviously did not comply with these restrictions) and, with the several thousand investors involved, stood a good chance of being characterized as an improper public offering of securities.

by dasht 17y ago

grellas 17y ago

Even as a business lawyer, I can heartily recommend self-help resources, of which Nolo is a good example. They use highly qualified lawyers as authors to distill legal issues for use by lay people. During the fever pitch reached in the bubble era, I bumped into a situation where a startup had raised $7M from so-called "accredited investors" by advertising the opportunity on the web. Large numbers of the investments were in the $5K range from, e.g., a small town in Texas, and it is clear that the investors were merely clicking through a screen by which they confirmed they were "accredited" without really being so. By the way, the SEC does allow companies to use the web in certain restricted circumstances in connection with their offerings (the above case obviously did not comply with these restrictions) and, with the several thousand investors involved, stood a good chance of being characterized as an improper public offering of securities.