On August 10, 2012, I attended and presented at the Utah State Bar, Securities Law Section, Annual Securities Workshop. Fellow presenters included the SEC, the Utah Division of Securities, the U.S. Attorney for the District of Utah, and a group of other private practitioners. A couple highlights, particularly from the regulators:
- Regulators do not like crowdfunding nearly as much as Congress (and their voting constituencies) do. There does not seem to be a rush to implement the various provisions of the Jobs Act, even though deadlines have passed, and when implementation does happen, you should expect it to be fairly burdensome;
- When solicitation is allowed for Rule 506 offerings, there may be a bigger burden on the issuer to verify that the (potential) investor is accredited. Right now, Regulation D only requires that the issuer have a “reasonable basis” to believe that the investor is accredited. Expect changes that put more burden on the issuer to confirm an investors accredited status. See here for the SEC’s current guidance.
- Utah remains one of the best places to run a Ponzi Scheme, if you are so inclined. For those of you who aren’t yet seasoned in the ways of a Ponzi Scheme, such schemes are named after Charles Ponzi, who became famous for taking in money in 1920 selling reply coupons for postage stamps. See his story here.