You have indicated that you are a Washington company seeking to raise $1 million or less only from Washington residents. As such, you may wish to consider using the Intrastate Crowdfunding Exemption found in WAC 460-99C.
The crowdfunding exemption is intended to assist Washington start-up companies and other small businesses in accessing capital in small securities offerings through equity crowdfunding. The maximum offering amount that may be raised under this exemption is $1,000,000 in a 12-month period.
The offering can be sold to an unlimited number of investors in Washington. All investors in the offering must be residents of Washington and provide evidence of their residency to the issuer.
Issuers eligible for the crowdfunding exemption are required to use the Washington Crowdfunding Form as the disclosure document for the offering, available at http://dfi.wa.gov/sd/forms.htm.
The Intrastate Crowdfunding Exemption permits an issuer to engage in general solicitation or general advertising in offering and selling securities, although federal law limits the extent of such advertising.
The aggregate amount of securities sold to any investor during the 12 months preceding the date of the sale, together with the securities sold, shall not exceed the lesser of:
Intrastate Crowdfunding Offerings offerings are subject to “bad actor” disqualification provisions, which disqualify an issuer from conducting an offering in reliance on the exemption if the issuer or other relevant persons (such as underwriters, placement agents and the directors, officers and significant shareholders of the issuer) have been convicted of, or are subject to court or administrative sanctions for, securities fraud or other violations of specified laws.
For more information, please see our Crowdfunding Website.