BizTech Law Blog

The SEC Crowdfunding Proposed Regulations: Deadline for Comments & Format for Issuer Disclosures

Deadline for Comments. The SEC's proposed crowdfunding regulations have now been published in the Federal Register. The deadline for submitting comments is February 3, 2014. As noted in our prior article, comments can be submitted electronically through the SEC's website, sec.gov, and at times, the SEC chooses to extend the comment period.

Format for Issuer Disclosures. Under the JOBS Act, the issuer (the company raising capital) must file specific disclosures with the SEC, and provide these disclosures to investors and the registered intermediary hosting the offering. The proposed regulations require the disclosures filed with the SEC to be filed through EDGAR (the SEC's Electronic Data Gathering Analysis and Retrieval System) on a new Form C.

Parts of the filing must be made in the standard format of XML (EXtensible Mark up Language). The SEC notes that this format will not require the issuer to purchase or maintain additional software or technology. The fillable portions of the form relate primarily to issuer identification data, offering information and financial information. 

The balance of the information that has to be disclosed is, as is customary for the SEC, comprised of instructions provided as a guideline for a narrative disclosure that must be prepared by the issuer. The issuer may provide this information in the format included on the intermediary's platform. Submitting screen shots of the relevant information from the intermediary platform will be acceptable. 

Click here to see a copy of proposed Form C. 

Please contact Iris Linder (517-371-8127 or ilinder@fosterswift.com) for more information. 

Categories: Crowdfunding, Venture Capital/Funding