Form D is a legal document that outlines the terms of an investment offering when a company is raising capital from accredited investors using Regulation D (Reg D). Form D is a relatively short form that bypasses the formal registration process for businesses that meet certain criteria. It is used for the following types of exempt offerings:
- Rule 506(b): Private placements in which advertising to the general public is strictly prohibited. Issuers are only allowed to approach existing relationships of theirs to invest in the offering.
- Rule 506(c): Allows issuers to advertise the offering to the general public and take investments from accredited investors.
- Rule 504: For offerings up to $10 million. In most cases, issuers cannot advertise the offering to the general public.
Form D is the primary legal document filed with the Securities Exchange Commission (SEC) when a company is using the Regulation D format to raise capital. Issuers must file this form with the SEC within 15 days after the first sale of securities in the investment offering.
A blank copy of Form D can be found at the SEC’s website by clicking here: View Form D on the SEC’s website
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