DFI

Small Business Decision Tree

Both federal and state law limit the number of non-accredited investors who may purchase securities in private offerings conducted in reliance on an exemption under Regulation D. This limitation varies based on the particular exemption, but in no event may the offering be sold to more than 35 non-accredited investors. Please note that these exemptions place no specific limit on the number of accredited investors who may participate in the offering.

Question

Will your business be able to raise the money it needs without selling to more than 35 non-accredited investors?

Your Answer

Yes, my company will be able to raise the amount of capital that is needed without selling to more than 35 non-accredited investors.

No, my company would need to sell to more than 35 non-accredited investors in order to raise the amount of capital that is needed.