Under Regulation Crowdfunding:

​All transactions under Regulation Crowdfunding must take place through an SEC-registered intermediary such as a broker-dealer or a FINRA-registered funding portal. A list of all FINRA-registered funding portals can be found here.

Companies are allowed to raise an aggregate of $1,070,000 in a 12-month period.

Investors are limited in the amount they can invest in crowdfunding in a 12-month period.

SEC disclosure is required in a Form C and subsequent filings.

The benefits to using a Regulation Crowdfunding exemption are as follows:

Issuers may offer and sell to investors who are not “accredited investors;” Issuers may conduct concurrent private offerings (such as pursuant to Rule 506(c) of Regulation D);

Issuers are subject to limited SEC reporting requirements; and Broadens issuer hareholder base. The downsides to using a Regulation Crowdfunding exemption are as follows:

Offers and sales must be made through an intermediary; Issuers relying on Regulation Crowdfunding must file a Form C with the SEC which must include financial statements;

Investors may only invest subject to certain limitations; Securities sold in Regulation Crowdfunding offerings generally cannot be resold for one year; Bad-actor disqualifications apply to Regulation Crowdfunding offerings; and Investors who are not high net-worth individuals are not accustomed to investing in high-risk small companies which means they may require more attention than high net-worth individuals.