Regulation A

E8069

U.S. securities offering exemption exempt offering framework

Regulation A is a U.S. securities offering exemption that allows smaller companies to raise limited amounts of capital from the public with simplified registration and reporting requirements compared to a full SEC-registered offering.

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All labels observed (3)

Label	Occurrences
Regulation A canonical	5
Regulation A+	2
Reg A+ (as amended under the JOBS Act)	1

Statements (50)

Predicate	Object
instanceOf	U.S. securities offering exemption ⓘ exempt offering framework ⓘ
abbreviation	Reg A ⓘ
allows	convertible securities offerings ⓘ debt securities offerings ⓘ equity securities offerings ⓘ warrants offerings ⓘ
amendedBy	Jumpstart Our Business Startups Act ⓘ
contrastWith	Regulation Crowdfunding ⓘ Regulation D ⓘ fully registered public offerings on Form S-1 ⓘ
effectiveDateOfMajorAmendments	June 2015 ⓘ
feature	allows public offerings without full Securities Act registration ⓘ allows sales to both accredited and non-accredited investors ⓘ permits general solicitation and advertising ⓘ reduced ongoing reporting obligations compared to fully registered offerings ⓘ simplified disclosure requirements ⓘ
formerlyMaxOfferingAmountTier2	$50 million in a 12-month period ⓘ
hasTier	Tier 1 ⓘ Tier 2 ⓘ
investorLimitTier1	no specific investment limit by income or net worth ⓘ
investorLimitTier2	non-accredited investors limited to 10% of greater of income or net worth in some cases ⓘ
issuerEligibility	U.S. or Canadian companies ⓘ
issuerIneligible	SEC reporting companies using certain forms ⓘ blank check companies ⓘ investment companies ⓘ issuers disqualified under bad actor rules ⓘ
JOBSActTitle	Title IV ⓘ
jurisdiction	United States of America ⓘ surface form: United States
legalBasis	U.S. Securities Act of 1933 ⓘ surface form: Securities Act of 1933
maxOfferingAmountTier1	$20 million in a 12-month period ⓘ
maxOfferingAmountTier2	$75 million in a 12-month period ⓘ
offeringLimitAppliesTo	aggregate amount of securities sold in a 12-month period ⓘ
permitsTestingTheWaters	yes ⓘ
postAmendmentName	Regulation A self-linksurface differs ⓘ surface form: Regulation A+
purpose	facilitate capital raising by smaller companies ⓘ provide an exemption from full SEC registration ⓘ
regulator	Securities and Exchange Commission ⓘ surface form: U.S. Securities and Exchange Commission
requires	SEC qualification of Form 1-A before sales ⓘ offering statement on Form 1-A ⓘ
testingTheWaters	allows solicitation of investor interest before filing Form 1-A ⓘ
Tier1Reporting	exit report on Form 1-Z ⓘ
Tier1Requirement	state securities law registration or qualification ⓘ
Tier2Preemption	preempts most state securities registration requirements ⓘ
Tier2ReportingForms	Form 1-K ⓘ Form 1-SA ⓘ Form 1-U ⓘ
Tier2Requires	audited financial statements ⓘ ongoing periodic reports to the SEC ⓘ
usedFor	mini-IPO style offerings ⓘ

Referenced by (8)

Full triples — surface form annotated when it differs from this entity's canonical label.

U.S. Securities Act of 1933 → laterInterpretedBy → Regulation A ⓘ

Regulation A → postAmendmentName → Regulation A self-linksurface differs ⓘ

this entity surface form: Regulation A+

Regulation D → relatedTo → Regulation A ⓘ

Reg A → alsoKnownAs → Regulation A ⓘ

this entity surface form: Reg A+ (as amended under the JOBS Act)

Regulation Crowdfunding → relatedTo → Regulation A ⓘ

this entity surface form: Regulation A+

Section 4(a)(6) of the Securities Act of 1933 → relatedTo → Regulation A ⓘ