"How do I let family and friends know that I’m doing a Reg D Rule 506b offer if I can’t advertise?"
If you're doing a Regulation D,
rule 506 B offering, where
you're not allowed to make a
solicitation, how are your
friends and family and all your
contacts boasts to know that
you're doing this indication so
that they can invest in it?
My name is Tilden Moschetti. I
am an attorney for the Moschetti
syndication Law Group. Our
practice focuses exclusively on
Regulation D, rule 506. C, and
rule 506 B offerings. So this
question comes up under the
context of rule 506. B. And the
question is, is just how are the
syndicators supposed to let
their friends and families know
about their investment
opportunity if they're not
allowed to advertise? Well,
there actually is a very simple
answer for this, the rule
prohibits the advertisement of
the offering as a general
solicitation or a general
advertisement. That's the rule
in rule 502. See, rule 502 C
limits that it says there cannot
be a general solicitation or
general advertising of that
offer. So what that means
practically is you can let your
friends and family know
absolutely about it. You can
even let the world kind of know
that you're doing this thing.
But you need to make it clear
that they're not allowed to
invest in it. So they can know
about it. But there's no in
there's no way that they can
join in. That way, you're not
making a solicitation of an
offer, because there's no offer
there that the general public
can't invest it. But all of your
friends and family certainly
can. Now if somebody in the
general public work to see
something like that, for
example, you put it on your
website, and we're some investor
were to see that and give you a
call, you would simply let them
know that I'm sorry, this is
closed. Right now it is not
available to the general public.
But I do make put together
syndications from time to time,
and I'm an expert at this
industry. And maybe we should
have a conversation and we can
talk about what your background
is and what my background is.
And maybe we can work together
sometime in the future. Without
an expectation of any future
investment, you're starting to
build that relationship with
each other, that will just allow
them in the next deal to
probably come in under a rule
506 B offering. And so that's
always good advice to be having
those conversations, even if all
you're doing is rule 506 B. One
strategy that is oftentimes used
is seminars are put on by the
syndicator. Now it's not a
seminar for the purposes of
getting them into any investment
that they have today. But it's
an idea to build that reputation
and build that relationship and
that trust with your investors
or your potential investors down
the road. So that once that
relationship is there, that then
they can become a part of your
rule 506 B offerings. My name is
Tilden Moschetti. I am the
attorney for Moschetti
syndication Law Group. Our whole
job is helping you stay in
compliance with the SEC and the
states under Regulation D rules
506 B and rule 506 C