On December 18, 2015 the United States Securities and Exchange Commission issued a Report on the Review of the Definition of “Accredited Investor.” The fringe
market involving the sale of private placement investments to qualified investors pursuant to exemptions
under Regulation D have exploded in the past ten years. Regulation D is an exception to the filing
requirements for offering companies involving packaging and selling private placement investments to
public investors. Unfortunately, many firms involved with the sale of private placements have abused
these guidelines and have engaged in gaming of the accredited investor qualification requirements to
advance the marketers self-interests in raising capital for their deals.
In its report, the SEC has recommended raising the income and net worth thresholds of $200,000 of
individual income for each of the past two years or $1,000,000 in net worth, exclusive of primary
residence, to take into account inflation and monetary indexing given the fact that these original
monetary perimeters were established in 1982. The SEC has suggested a minimum individual income of
$500,000, joint income of $750,000 and a minimum net worth of $2,500,000, being the proposed levels
above which individuals would not be subject to limitations.
While the Report seeks to better define the rules and qualifications relating to the sole of private
placement investments to public investors pursuant to an exemption of the Regulation D, the fact remains
that many unscrupulous securities brokerage firms as well as unregistered sales persons engage in the sale of
these investments using trickery such as misstated income and/or net worth figures in Accredited
Investor questionnaires, coupled with various other misrepresentations made to unsuspecting investors at
the time of the initial investment.
We offer a free initial consultation to investors who feel they may have been victimized with the
inappropriate sale of a private placement investment. For an initial consultation, contact Timothy J.
O’Connor at the Law Offices of Timothy J. O’Connor at (518) 426-7700.
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