This Investor Education Package is intended to provide you with important information about investing through Gee Funding Portal. Before investing, you should carefully review and understand this information. If you don’t understand something or have a question, please contact us anytime.

This document is intended to help explain:

  • What we do, and how we do it.
  • The process for buying securities through our Funding Portal.
  • The limitations on the amounts you may invest.
  • Your right to cancel your investment commitment.
  • The circumstances in which the issuer may cancel your investment commitment.
  • The risks associated with investing in the securities sold through Gee Funding Portal.
  • The different types of securities that may be offered on our Funding Portal and some of the risks associated with each type.
  • Restrictions on your right to sell securities you purchase on our Funding Portal.
  • The information “issuers” (companies raising money on our Funding Portal) are required to disclose to you, and when and how often you can expect such information.
  • Our relationship with the issuers on our Funding Portal, including information about the compensation we will receive from them.



These definitions apply throughout this Investor Education Package:

Platform – A term computer framework on which applications are run.

Funding Portal – A term used to describe Internet platform that can offer and sell Securities under Title III.

Title III – Title III of the JOBS Act of 2012, which allows “Regulation Crowdfunding.”

Issuer – A company trying to raise money from investors on our Site, by selling its Securities.

Security – A share of stock, a promissory note, a bond, or any other instrument offered by an Issuer on our Site.

SEC – The U.S. Securities and Exchange Commission.

FINRA – The Financial Industry Regulatory Authority.


1. What is Crowdfunding?

Crowdfunding is the collective effort of individuals coming together who network and pool their resources to fund or support a person, cause, or business.

2. How does Crowdfunding work?

The investing process:

  1. Read and review the company or issuer information as provided on the issuer pitch desk
  2. Review crowd-vetting (if any).
  3. Read and attest to the educational materials located on Gee Funding portal.
  4. Conduct your own due-diligence.
  5. Read and acknowledge the risk disclosures.
  6. Attest you can sustain any losses without issue.
  7. Understand your obligations, options and risks.
  8. Read & sign the agreements.
  9. The crowd of investor invest toward the startup capital
  10. Funds to escrow.
  11. The crowdfunding company closed or complete.
  12. Issuer collect the investment minus the funding portal fees.

3. What is a funding portal?

A funding portal or what is commonly referred to as an intermediary. In a Regulation Crowdfunding (Reg. CF) offering.

A funding portal or intermediary in a transaction involving the offer or sale of securities does not:

  1. Offer investment advice or recommendations;
  2. Solicit purchases, sales or offers to buy the securities displayed on its platform;
  3. Compensate employees, agents, or other persons for such solicitation or based on the sale of securities displayed or referenced on its platform; or
  4. Hold, manage, possess, or otherwise handle investor funds or securities.

4. What is Securities?

A security is a financial instrument that represents an ownership position in a corporation (stock), a creditor relationship with a corporation (bond), a debt instrument (note) or rights to ownership as represented by an option. The company or entity that issues the security is known as the issuer.

Regulation CF investment risks with securities include losing your entire investment, holding your investment for a period at minimum of 1 year with limited or no ability to resell after 1 year, rarity of dividends, no voting rights and potential dilution of the shares.

5. What is Debt Crowdfunding?

Debt crowdfunding (or loan) is when a group of people or investors lend money to an individual or company with the understanding that the loan will be repaid with interest.

6. What is Equity Crowdfunding?

Equity crowdfunding is a crowdfunding where the exchange is company equity, or ownership (a security), and it is not goods or services. This how common stock is bought and sold on the stock market.

7. What RISK will you have if you choose to invest in Title III /4ab Crowdfunding company?

Risks are:

  • Loss of your investment;
  • Dividends (for equity investments) may be minimal, if any;
  • Potential return may be years in the future;
  • Percentage of ownership may become diluted;
  • Stock resale limits, illiquid; and may not have voting rights.

8. What is required of you before you invest?

Do your due diligence!

You, as the investor, must learn as much as possible about the company or issuer that is asking for your money. Read the information, verify, and ask questions before you buy an investment product.

Invest the amount you can afford to lose and that will not impact your lifestyle. You must have the ability to bear a total loss of your investment without a change in your lifestyle.

9. How do I invest?

Firstly, sign-Up to the There, you will establish log-in credentials and provide us with some information about yourself. You will also be asked to review and confirm that you will comply with our Terms of Use and Privacy Policy, and consent to electronic delivery (i.e., email) of all documents.

If you are eligible and would like to invest begin by creating your profile here at and make sure you review and understand the “Risk Warning”, and the educational articles on “Help Center” page to your understanding. After completing your profile as accredited and or non-accredited investor then-after you’re eligible to invest in any offering available on Gee Funding platform. When you visit the funding campaign page, there you will find the pitch for your review, when ready to invest then click the "Invest Now" button. Indicate how much you'd like to invest and submit your investment payment. You should hear back within a day or so, unless there are special circumstances. No money will leave your bank account until your application has been accepted and both parties have signed the contract. The size of your investment may be reduced to a lower amount or the investment may be rejected

Online Process

Under Title III, the entire investment process happens online, through the Gee Funding platform. We will never send you paper, call you on the phone (except in some emergencies), or ask to meet with you.

Making an Investment

You can see investment opportunities as soon as you visit issuer page. When you click on an opportunity that interests you, you will be able to see all the information available about the opportunity (see the “Issuer Information” section below page). Once you decide to invest, click on the “Invest Now” button. We will ask for more information, arrange for you to pay for your investment, and asked you to sign one or more documents with the Issuer. For example, you might be asked to sign something called an “Investment Agreement.”

Having done all that, you will be deemed to have made an “Investment Commitment.” But you’ll still have a chance to cancel, as described below.

Notice of Investment Commitment

Once we receive your investment commitment, we will notify you via email of:

  • The dollar amount of your commitment
  • The price of the Securities you committed to buy
  • The name of the Issuer
  • The date and time by which you may cancel your commitment

Target Offering Amount and Offering Deadline

For each offering, the Issuer will disclose a “target offering amount,” meaning the minimum amount the Issuer is trying to raise (in some cases this could be as little as $10,000), and an “offering deadline.” If the Issuer doesn’t raise the target amount before the offering deadline if the offering is set at “FIXED”, then the offering will be cancelled and any investors who have made investment commitments will receive their money back. However, if the issuer set the offering campaign as “FLEXIBLE”, the issuer will collect the amount raised, the investment amount could be fully funded or partially funded with flexible funding.

If the Issuer reaches the target offering amount before the offering deadline, it may close the offering early if (1) the offering has remained open for at least 21 days, and (2) we give a notice to investors. The notice must:

  • Specify the new deadline, which must be at least five days after the date of our notice;
  • Notify investors that they may cancel their investment commitment for any reason up until 48 hours before the new deadline; and
  • Notify investors whether the issuer will continue to accept investment commitments during the 48-hour period before the new deadline.

If an Issuer intends to accept investments over and above the target offering amount, it must disclose the maximum amount it will accept and how it will handle “over-subscriptions.” For example, the Issuer might allocate the securities on a first-come first-served basis, or pro-rata among all the investors who make investment commitments, or in some other way.

Your Right to Cancel Your Investment

You can cancel your investment commitment at any time up to 48 hours before the offering deadline, for any reason. The Gee Funding platform will explain how.

Also, if there is a “material” change in the offering (an important change) after you make your investment commitment, you will be notified about the material change. Investment commitment will be cancelled unless you reconfirm the investment commitment within five business days of receipt of the notice.”

Paying for Your Investment

You will pay for your securities using one of the options described on our funding portal. Your payment options might include a direct transfer from your bank account, a debit or a credit card. Gee Funding uses third party payment gateway to process all transaction and we do not charge investors fee in making payment, the amount you specify in the investment is what would be billed.

When you invest, your money will be held in an escrow account administered by a qualified third-party financial institution until the offering is completed. We, as a Funding Portal, are prohibited from holding your money. If the Issuer is successful in raising the target offering amount, the escrow account bank will release the investors’ money to the Company. We will notify you by email and the investment process will be complete.

Confirmation of Transaction

Before your investment is final, we will send you a notice disclosing, among other things:

  • The date of the transaction
  • The type of Security you are buying
  • The price and number of Securities you are buying, as well as the number of Securities sold by the issuer in the entire transaction and the price(s) at which the Securities were sold
  • If you are buying a debt security, the interest rate and the yield to maturity calculated from the price paid and the maturity date
  • If you are buying a callable security, the first date that the security can be called by the issuer
  • The source, form and amount of any compensation we, the Funding Portal, expect to receive in the transaction

10. Where do my funds go?

Once your investment is accepted, your investment is placed in an escrow account of a bank. Your funds will be held in an escrow account until the fundraising target amount has been raised; fully funded or partially funded and the offering closes. Your funds are then transferred to the issuer and your investment is fully confirmed and executed. If the target amount is not reached in the time allotted and the funding campaign is unsuccessful, all your funds will be returned to you.

11. Following completion of an offering, will there be any ongoing relationship between Gee Funding and the issuer?

There is no on-going relationship between Gee Funding and the Issuer, and any contact between investors and the Issuer would take place directly between the parties without any involvement by Gee Funding. However, when the campaign closes the issue and investors still have access to their account at Gee funding and they can continue communication through the Gee funding platform.

12. What are the issuer’s ongoing reporting requirements?

Under Regulation CF, an issuer that offered and sold securities must file with the SEC and post on the issuer's Web site an annual report along with the financial statements. The issuer will provide an annual report once a year with financial statements and a discussion of its business, no later than 120 days after the end of their fiscal year. Issuers are not obligated to file annual reports if they file for an IPO (Initial Public Offering), are acquired by a purchaser, repurchase your investment, have fewer than 300 shareholders after 1 year, if they go bankrupt, or after 3 years if they have less than $10 million in assets. Some issuers who can easily raise funding from other sources may decide not to file annual reports, as the only penalty is they may not use Regulation CF again until they do so. If a company stops reporting, you may not continuously have current financial information about the company.

13. Can an investor cancel his investment, if so when?

You can cancel your investment at any time and for any reason up to 48 hours before the offering deadline or close. You will receive a full refund. After the 48-hour offering deadline, you will not be able to cancel your investment.

This is even if you made your commitment during this 48-hour period.

As an investor, you can cancel your investment by:

  1. Log in to your Gee Funding portal account;
  2. Click your name in the top right-hand corner;
  3. Click "Investments"; and
  4. Click the red "Cancel Investment" button on the right of the named investment.

Gee Funding will direct the escrow agent to return your proceeds.

14. Can an issuer cancel your investment?

YES — Issuers can cancel your investment for any reason. We will direct that all your funds are refunded.

15. What information will an issuer provide an investor?

Every Issuer using Regulation Crowdfunding (Reg. CF) offerings are required to file a Form-C with the SEC and also provide it to the investors, the form which is required to contain various disclosures, including:

  • Name and legal status of the Issuer;
  • Names of owners, directors and officers of the Issuer;
  • A description of the business and intended use of the offering proceeds;
  • Number of employees;
  • Factors that make an investment in the Issuer speculative or risky and risks associated with the securities;
  • The target offering amount, offering deadline, and whether the Issuer will accept commitments more than the target amount;
  • A description of the investment process;
  • A description of the present ownership and capital structure of the Issuer;
  • Gee Funding’s compensation;
  • Debt held by the Issuer;
  • Other capital raising efforts conducted by the Issuer in the past three years;
  • Amounts that went to the principals of the issuer from capital raising efforts;
  • Financial statements; and
  • A discussion of the Issuer’s financial condition.

16. What are the investor limits?

Title III limits how much you can invest every year – not only in any one company, or through any one Funding Portal, but also in all companies through all Funding Portals. These limits apply only to your investments under Title III, however.

Individual investors are limited in the amounts they can invest in all Title III Regulation Crowdfunding offerings over the course of a 12-month period:

If either of an investor’s annual income or net worth is less than $107,000, then the investor’s investment limit is the greater of:

$2,200 or 5 percent of the lesser of the investor’s annual income or net worth.

If both annual income and net worth are equal to or more than $107,000, then the investor’s limit is 10 percent of the lesser of their annual income or net worth. During the 12-month period, the aggregate amount of securities sold to an investor through all Regulation Crowdfunding offerings may not exceed $107,000, regardless of the investor’s annual income or net worth. These limits apply to everyone, including “accredited investors.”

Spouses can calculate their net worth and annual income jointly. This chart illustrates a few examples of the crowdfunding investment limits:

Investor Annual Income

Investor Net Worth


Investment Limit



Greater of $2,200 or

5% of $30,000 ($1,500)




Greater of $2,200 or

5% of $80,000 ($4,000)




10% of $107,000 ($10,700)




10% of $200,000 ($20,000)




10% of $1,200,000 ($120,000)

(subject to $107,000 cap)




 17. What you should consider first when investing

Investing in the companies that will be offered on Gee Funding portal is very different than investing in the public stock market. The companies at are likely to be small, with limited or no track records, unproven business models, little profits or even revenue, and managed by individuals with limited experience managing successful businesses.

With all those caveats, and even in view of the risks listed in the “Risks Warning” page, we believe that the companies on our funding portal will offer excellent opportunities to investor members, and potentially make money as you invest in things you know and care about. However, what we believe does not matter. The first thing for you to consider when investing in startups business, is going through the due diligence.

Among the questions you should consider asking yourself are:

  • Can I afford to lose all the money I invest?
  • Do I understand the company I am thinking about investing in?
  • Do I understand its product or service?
  • Am I personally familiar with that market?
  • Do I understand the business module of the company?
  • Do I understand how the company can make money?
  • Do I understand the Security I’m buying?
  • Do I trust the owners and managers of the company?
  • Do I understand the documents I’m being asked to sign?
  • Have I asked my advisors for help evaluating the investment?
  • If I lose all or part of my money, will I be okay psychologically?

Only if you can truthfully answer Yes to all those questions should you invest.

18. What does Gee Funding do

As a rule, any company raising money from investors is required to register with the SEC under section 5 of the Securities Act of 1933, in what is often referred to as a “public offering.” Title III is one of many exceptions to that rule. If a company satisfies the requirements of Title III, it may raise money from investors without a full-blown registration, saving lots of time and money.

We are a Funding Portal. That means we are registered with the SEC and with FINRA to act as an intermediary in Securities that are offered and sold under Title III.

Similarly, being a Funding Portal is not the same as being a registered “Broker Dealer.” We are NOT a registered broker-dealer.

Funding Portal is like a marketplace, or a shopping mall, that brings together companies and investors. As you walk through the shopping mall, all the Securities you see on the shelves are being offered by a company under Title III. When you invest, you are not investing in Gee Funding, Inc., or in any entity affiliated with us. You are investing in a third-party business that has chosen to raise money using our funding portal, a marketplace.

As an intermediary, or marketplace, we do not guarantee any outcome and are not responsible for what happens to your investment – all investments are undertaken at your own risk. We also do not guarantee the accuracy of the information you receive from issuers. Our job is to facilitate investments and help ensure that transactions between investors and issuers meet legal requirements.

What We Do

  • We select which Issuers to list on our platform, among other things:
    • We conduct background checks on the issuer and its principals
    • We conduct due diligence to have a reasonable basis for believing the issuer is complying with all its obligations.
    • We conduct due diligence to have a reasonable basis for believing the issuer has established a means to keep accurate records of the holders of its securities.
  • We advise Issuers about their offering listed on our platform and help prepare offering documents.
  • We screen investors to ensure that they satisfy applicable per-investor limits.
  • We provide communication channels between you and the Issuer, and between you and other potential investors, where you can ask questions and exchange information.
  • We provide search functions or other tools for investors on our platform.
  • We provide you with educational materials to help you assess the risks of investing (e.g., this document).
  • We keep records of investor communications and materials.

What Gee Funding does not do

  • We do not offer investment advice or recommendations.
  • We do not guarantee any investment outcome.
  • We do not speak to investors about the merits of any company or offering.
  • We do not compensate employees, agents, or other persons not registered with the Security Commissioner for soliciting offers or sales of securities displayed or referenced on Gee Funding portal.
  • We do not hold, manage, possess or otherwise handle investor funds or securities, except payments made using our third-party payment gateway WePay.
  • We are not affiliated with or under common control with the issuer whose securities appear on Gee Funding website.
  • We do not hold a financial interest in any issuer offering securities on Gee Funding portal.
  • We do not receive financial interest in an issuer as compensation for services provided to or on behalf of an issuer.

19. Our Relationship with issuers

Issuers will pay us percentage commissions based on the amount of money they raise. We will never own any financial interest in Issuers listed on our Funding Portal other than flat percentage rate we receive from them as our portal fee and third-party payment gateway fee. The fees charged after the offering completes. No fee is collected upfront.

After an offering is complete, we might or might not have an ongoing relationship with the Issuer. The Issuer may decide to use our Funding Portal to raise money in the future as deemed.

20. Communication Channels

We will maintain online communications channels – chat rooms, basically – where you can communicate with other investors and with the Issuer. All discussions on the chat rooms will be open to the public, but only investors who have registered with us can post. Representatives of the Issuer, and anyone engaged in promoting the offering, must clearly identify themselves as such. The chat room is where you can ask questions about investment opportunities that interest you.

We, the Funding Portal, generally are not allowed to participate in the chat room, except to establish guidelines and remove potentially abusive or fraudulent content.

21. How we screen and don’t screen issuers

Under regulations issued by the SEC, we are required to:

  • Have a “reasonable basis” for believing that every Issuer on our Platform is eligible to offer its Securities on our Platform and the issuer is complying with Title III. We might perform our own due diligence, but we are generally allowed to rely on the representations of the Issuer.
  • Have a “reasonable basis” for believing that every Issuer on our Platform has established means to accurate records of the holders (owners) of its Securities. Again, we might perform our own due diligence, but we are generally allowed to rely on the representations of the Issuer.
  • Deny access to the Gee Funding Platform to any Issuer if:                        
    • We have a “reasonable basis” for believing that an Issuer or any of its officers, directors, or beneficial is an owner of 20% or more of its outstanding voting securities subject to disqualification under the rules discussed under “Disqualification of Issuers” below. We are not allowed to rely solely on the Issuer’s representations to form this “reasonable belief,” but must conduct background checks with third parties.
    • We have a “reasonable basis” for believing that the Issuer or the offering presents the potential for fraud or otherwise raises concerns about investor protection, or we can’t effectively assess the risk.

We will comply with all those requirements. But – and this is very important – we are not required to conclude that Issuers on our Platform represent good investments for investors. In fact, we are not even allowed to tell you if we think that one Issuer is a better investment than another Issuer. You must make those decisions on your own.

22. Disqualification of Issuers

Title III may not be used if the Issuer or certain other people have been the subject of certain disqualifying events during the last 10 years.

The “certain other people” are:

  • Any predecessor of the Issuer;
  • Any director, officer, general partner, or manager of the Issuer;
  • A person owning 20% or more of the Issuer’s voting power;
  • Any promoter associated with the Issuer;
  • Any person who will be paid for soliciting investors; and
  • Any general partner, director, officer, or manager of such a solicitor.

The “certain disqualifying events” include a long list of events, all involving improper actions in the securities business – for example, the conviction of a felony or misdemeanor in connection with the purchase or sale of any security, or the loss of license of a securities broker for misconduct. As explained above, we will conduct background checks before allowing an Issuer to list on our Platform.

23. The Kind of Security Gee Funding Offer

We could offer any kind of Security on the Platform, including:

  • Equity Securities – When you buy an “equity security,” like the common stock of a corporation, you become an owner of the company. The value of your interest fluctuates with the fortunes of the company; if the company does well the value of your interest goes up, while if it does poorly the value goes down, possibly all the way to zero. As an owner, you generally have the right to share in any profit distributions made by the company, and you also share in the appreciation in the value of the company.
  • “Preferred” Equity Securities – In some cases, a company will offer a “preferred equity security,” like the preferred stock of a corporation. Typically, the holders of the preferred equity security have a right to receive distributions before the holders of the regular equity securities. For example, the holders of a preferred stock might have the right to receive a 4% dividend before dividends are paid to the holders of common stock. But preferred equity is still equity. The holders of preferred equity are paid after creditors.
  • Debt Securities – When you buy a “debt security,” like a promissory note or bond, you do not become an owner of the company. You are, instead, a creditor. If the company has enough money to repay your loan, plus any interest you’ve been promised, the value of your security stays the same; the fluctuations of the fortunes of the company don’t affect you, unless the fortunes go way down. On the other hand, you don’t share in the appreciate if things go well. If the company increases in value 100-fold, you just have the right to get your money back, plus interest.
  • Hybrid Securities – is a generic term used to describe a security that combines elements of debt securities and equity securities. Hybrid securities typically promise to pay a rate of return (fixed or floating) until a certain date, in the same way debt securities do.
  • Convertible Securities – Some securities, which we call “convertible securities,” start out as one kind of security but can be changed – converted – into a different kind of security. For example, a company might issue a debt security that can be converted by the holder into common stock at some specified time. Sometimes the conversion is triggered at the option of the holder, sometimes at the option of the company, and other times upon the occurrence of a specified event.
  • Revenue Share or Profit Share - This is a promissory note that is paid back from a share of the revenues of the business.

Important terms in this note include:

  • Gross or Net Revenues. Net revenues exclude returns or shipping costs.
  • Revenue Percentage. This is the percentage of revenue that is shared.
  • Repayment Amount. Typically, 1.5-3.0X, this is the maximum amount you will be paid back.
  • Quarterly or Annual Disbursement. Companies choose to make annual or quarterly payments.
  • Defer Payments. By default, every company can miss one payment without being in default.
  • Callable Securities – Any kind of security can also be a “callable security,” meaning it can be “called,” or redeemed (bought back) by the company.
  • Other Kinds of Securities – The possible kinds of securities are limited only by the imaginations of financial needs of companies, investors, and lawyers.

When you review the opportunities at Gee Funding, each opportunity will explain what kind of Security is being offered. All the Securities on Gee Funding are being offered under Title III.

24. Restriction on Resale

Once you buy a Security (e.g., a share of stock), you aren’t allowed to sell or otherwise transfer the Security for one year, except for sales or transfers:

  • Back to the Issuer;
  • To an “accredited investor”;
  • As part of an offering registered with the SEC; or
  • To a member of the family of the purchaser or the equivalent, to a trust controlled by the purchaser, to a trust created for the benefit of a member of the family of the purchaser or the equivalent, or in connection with the death or divorce of the purchaser or other similar circumstance.

The term “family member” includes a child, stepchild, grandchild, parent, stepparent, grandparent, spouse or spousal equivalent, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law of the purchaser, and includes adoptive relationships. The term “spousal equivalent” means a cohabitant occupying a relationship generally equivalent to that of a spouse.

An “accredited investor” means:

  • A natural person who has individual net worth, or joint net worth with the person’s spouse, that exceeds $1 million at the time of the purchase, excluding the value of the primary residence of such person;
  • A natural person with income exceeding $200,000 in each of the two most recent years or joint income with a spouse exceeding $300,000 for those years and a reasonable expectation of the same income level in the current year;
  • A trust with assets more than $5 million, not formed for the specific purpose of acquiring the securities offered, whose purchase is directed by a sophisticated person;
  • A business in which all the equity owners are accredited investors;
  • An employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets more than $5 million;
  • A bank, insurance company, registered investment company, business development company, or small business investment company;
  • A charitable organization, corporation, or partnership, not formed for the specific purpose of acquiring the securities offered, with total assets exceeding $5 million; and
  • A director, executive officer, or general partner of the company selling the securities, or any director, executive officer, or general partner of a general partner of that issuer.

25. Promoters

An Issuer might hire a public relations firm or other third party to promote the Issuer’s offering on the Gee Funding platform – for example, by talking about the offering in our chat room. Or an employee or founder of the Issuer might do the same thing. In either case, the person doing the promoting must identify himself or herself on the Gee Funding platform and disclose that he or she is engaged in promotional activity. In the case of a third party, the third party must also disclose that it is being paid for its promotional activity.

26. Risk Associated with Early-Stage Companies

Early-Stage Companies Face Significant Challenges: Investing in early-stage companies is not like investing in mature, publicly-traded companies with professional management and predictable cash flows. Many of our companies on our Platform are still in the design stage and have not even finished creating their product or service. While these companies may have talented founders and innovative business plans, like any new business they will face significant challenges in turning those plans into profits, including:

  • Understanding the marketplace and accurately identifying opportunities for growth
  • Developing new products and services
  • Developing their brands
  • Responding effectively to the offerings of existing and future competitors
  • Attracting, retaining, and motivating qualified executives and personnel
  • Implementing business systems and processes, including technology systems
  • Raising capital
  • Controlling costs
  • Managing growth and expansion
  • Implementing adequate accounting and financial systems and controls
  • Dealing with adverse changes in economic conditions

Unfortunately, the reality is that many a significant number of early-stage companies simply never overcome these challenges.

Issuers Often Experience Years of Operating Losses: Most early-stage or start-up businesses can expect to incur substantial operating losses for the foreseeable future, as they develop their products and services and build out their operations. Even if a company can operate successfully, it may take several years before the company can generate any return for investors (if at all).

Accurately Assessing the Value of a Private Start-Up Company Is Difficult: Putting a value on a security issued by privately held startup or early-stage company is extremely difficult. In almost all instances, the offering price and other terms of the securities sold on our Gee Funding platform were determined arbitrarily by company, and bear no relationship to established criteria of value such as the assets, earnings, or book value of the company.

Lack of Professional Management: Most early-stage companies are managed by their founders. Very often the founder of a company is very strong in one area – for example, she might be an extremely effective salesperson or a terrific software engineer – but lacks experience or skills in other critical areas. It might be a long time before (1) a startup can afford to hire professional management, and (2) the founder recognizes the need for professional management. In the meantime, the company and its investors could suffer.

Lack of Access to Capital: Small companies have very limited access to capital, a situation that Title III Funding Portals hope to improve but cannot fix entirely. Frequently these companies cannot qualify for bank loans, leaving the company to live off the credit card debt incurred by the founder. Capital is the oxygen of any business, and without it a business will eventually suffocate and fail.

Limited Products and Services: An early-stage company typically starts off selling only one or two products or services, making it vulnerable to changes in technology and/or customer preferences.

Limited Distribution Channels:  An early-stage company can find it very difficult to penetrate established distribution channels. For example, a small company with only one or two products will find it very difficult to get into large retailers like Walmart.

Lack of Accounting Controls: Larger companies typically have in place strict accounting controls to prevent theft and embezzlement. Early-stage companies typically lack these controls, exposing themselves to additional risk.

Unproven Business Models:  By definition, many early-stage companies are trying to introduce new products or services or providing existing products or services in new ways. If they are successful, the rewards can be enormous. But consumer behavior is very difficult to change, and successful business models are very difficult to build. Often, a business model that looks promising on paper does not work out in practice.

No Ongoing Distributions:  Typically, early-stage companies do not pay dividends. Any money available is reinvested back into the business, rather than distributed to investors.

27. Risks Common To Companies on the Platform Generally.

Reliance on Management: Most of the time, the securities you buy through Gee Funding platform will not give you the right to participate in the management of the company. Furthermore, if the founders or other key personnel of the issuer were to leave the company or become unable to work, the company (and your investment) could suffer substantially. Thus, you should not invest unless you are comfortable relying on the company’s management team. You will almost never have the right to oust management, no matter what you think of them.

Inability to Sell Your Investment: The law prohibits you from selling your securities (except in certain very limited circumstances) for one year after you acquire them. Even after that one-year period, a host of Federal and State securities laws may limit or restrict your ability to sell your securities. Even if you are permitted to sell, you will likely have difficulty finding a buyer because there will be no established market. Given these factors, you should be prepared to hold your investment for its full term (in the case of debt securities) or indefinitely (in the case of equity securities).

The Issuer Might Need More Capital: An issuer might need to raise more capital in the future to fund new product development, expand its operations, buy property and equipment, hire new team members, market its products and services, pay overhead and general administrative expenses, or a variety of other reasons. There is no assurance that additional capital will be available when needed, or that it will be available on terms that are not averse to your interests as an investor. If the company is unable to obtain additional funding when needed, it could be forced to delay its business plan or even cease operations altogether.

Changes in economic conditions could hurt an issuer’s businesses: Factors like global or national economic recessions, changes in interest rates, changes in credit markets, changes in capital market conditions, declining employment, decreases in real estate values, changes in tax policy, changes in political conditions, and wars and other crises, among other factors, hurt businesses generally and start-up companies. These events are generally unpredictable.

No Registration Under Securities Laws: The securities sold on Gee Funding platform will not be registered with the SEC or the securities regulator of any State. Hence, neither the companies nor their securities will be subject to the same degree of regulation and scrutiny as if they were registered.

Incomplete Offering Information: Title III does not require us or the issuer to provide you with all the information that would be required in some other kinds of securities offerings, such as a public offering of shares (for example, publicly-traded firms must generally provide investors with quarterly and annual financial statements that have been audited by an independent accounting firm). Although Title III does require extensive information, as described above, it is possible that you would make a different decision if you had more information.

Lack of Ongoing Information: Companies that issue securities using Title III are required to provide some information to investors for at least one year following the offering. However, this information is far more limited than the information that would be required of a publicly-reporting company; and the company can stop providing annual information in certain circumstances.

Breaches of Security: It is possible that our systems would be “hacked,” leading to the theft or disclosure of confidential information you have provided to us. Because techniques used to obtain unauthorized access or to sabotage systems change frequently and generally are not recognized until they are launched against a target, we and our vendors may be unable to anticipate these techniques or to implement adequate preventative measures.

Uninsured Losses: A given company might not buy enough insurance to guard against the risks of its business, whether because it doesn’t know enough about insurance, because it can’t afford adequate insurance, or some combination of the two. Also, there are some kinds of risks that are simply impossible to insure against, at least at a reasonable cost. Therefore, any company could incur an uninsured loss that could damage its business.

The Owners Could Be Bad People or Do Bad Things: Before we allow a company on Gee Funding platform, we run certain background checks, include criminal background checks. However, there is no way to know for certain that someone is honest, and even generally honest people sometimes do dishonest things in desperate situations – for example, when their company is on the line, or they’re going through a divorce or other stressful life event. It is possible that the management of a company, or an employee, would steal from or otherwise cheat the company, and you.

Unreliable Financial Projections:  Issuers might provide financial projections reflecting what they believe are reasonable assumptions concerning their businesses. However, the nature of business is that financial projections are rarely accurate, not because issuers intend to mislead investors but because so many things can change, and business is so difficult to predict.

Limits on Liability of Company Management: Many companies limit the liability of management, making it difficult or impossible for investors to sue managers successfully if they make mistakes or conduct themselves improperly (not all liability can be waived, however). You should assume that you will never be able to sue the management of any company, even if they make decisions you believe are stupid or incompetent.

Changes in Laws: Changes in laws or regulations, including but not limited to zoning laws, environmental laws, tax laws, consumer protection laws, securities laws, antitrust laws, and health care laws, could adversely affect many companies.

Conflicts of Interest with Us: In most cases, we make money as soon as the company you invest on complete his/her investment on our platform. You, on the other hand, make money only if your investments turn out to be successful. Or to put it a different way, at least in the short term it is in our interest to have you invest as much as possible in as many companies as possible, even if they all fail, and you lose your money.

Conflict of Interest with Companies and their Management: In many ways your interests and the interests of company management will coincide: you both want the company to be as successful as possible. However, your interests might be in conflict in other important areas, including these:

  • You might want the company to distribute money, while the company might prefer to reinvest it back into the business.
  • You might wish the company would be sold so you can realize a profit from your investment, while management might want to continue operating the business.
  • You would like to keep the compensation of managers low, while managers want to make as much as they can.

Lack of Professional Advice: Because of the limits imposed by law, you might invest only a few hundred or a few thousand dollars in a given company. At that level of investment, you might decide that it’s not worthwhile for you to hire lawyers and other advisors to evaluate the company. Yet if you don’t hire advisors, you are in many respects “flying blind” and more likely to make a poor decision.

Your Interests Aren’t Represented by Our Lawyers: We have lawyers who represent us, and most of the companies on Gee Funding platform also have lawyers, who represent them. These lawyers have drafted the Terms of Use and Privacy Policy on our platform and will draft all the documents you are required to sign. None of these lawyers represents you personally. If you want your interests to be represented, you will have to hire your own lawyer, at your own cost.

Our issuers may not realize traditional “exit” opportunities: Traditionally, one of the key means by which early-stage investors such as venture capital firms make money investing in start-ups is through an “exit,” such as an initial public offering (IPO), a sale of the company to a larger competitor, or a subsequent financing round. Title III crowdfunding is a new paradigm, and no one knows yet exactly what, if any, exit opportunities will be available to early investors.

28. Risks Associated with Equity Securities

Equity Comes Last in the Capital Stack: The holders of the equity interests stand to profit most if the company does well but stand last in line to be paid when the company dissolves. Everyone – the bank, the holders of debt securities, even ordinary trade creditors – has the right to be paid first. You might buy equity hoping the company will be the next Facebook but face the risk that it might be the next Unrealistic.

In Most Cases, You Will Be A Minority Investor: Investors will typically be “minority” owners of companies on the Gee Funding platform, meaning that other parties will have complete voting and managerial control over the company. As a minority stockholder, you typically will not have the right or ability to influence the direction of the company. You will generally be a passive investor. In some cases, this may mean that your securities are treated less preferentially than those of larger security holders.

Possible Tax Cost: Many of the companies on the Platform will be limited liability companies. In almost every case these limited liability company will be taxed as partnerships, with the result that their taxable income will “flow through” and be reported on the tax returns of the equity owners. It is therefore possible that you would be required to report taxable income of a given company on your personal tax return, and pay tax on it, even if the company doesn’t distribute any money to you. To put it differently, your taxable income from a limited liability company is not limited to the distributions you receive.

Your Interest Might Be Diluted: As an equity owner, your interest will be “diluted” immediately, in the sense that (1) the “book value” of the company is very likely to be lower than the price you are paying, and (2) the founder of the company, and possibly others, bought their stock at a lower price than you are buying yours. Your interest could be further “diluted” in the future if the company sells stock at a lower price than you paid.

Future Investors Might Have Superior Rights: If the company needs more capital in the future and sells stock to raise that capital, the new investors might have rights superior to yours. For example, they might have the right to be paid before you are, to receive larger distributions, to have a greater voice in management, or otherwise.

Dilution of Voting Rights: Even if you have any voting rights to begin with (and many of the equity securities offered on Gee Funding platform will have no voting rights), these rights will be diluted if the company issues additional equity securities.

Our companies will not be subject to the corporate governance requirements of the national securities exchanges: Any company whose securities are listed on a national stock exchange (for example, the New York Stock Exchange) is subject to several rules about corporate governance that are intended to protect investors. For example, the major U.S. stock exchanges require listed companies to have an audit committee made up entirely of independent members of the board of directors (i.e., directors with no material outside relationships with the company or management), which is responsible for monitoring the company’s compliance with the law. Companies listed on our Platform typically will not be required to implement these and other stockholder protections.

29. Risks Associated with Debt Securities.

You Have No Upside: As a creditor of the company, the most you can hope to receive is your money back plus interest. You cannot receive more than that even if the company turns into the next Facebook.

You Do Have a Downside: Conversely, if the company loses enough value, you could lose some or all your money.

Subordination to Rights of Other Lenders: Typically, when you buy a debt security on Gee Funding platform, while you will have a higher priority than holders of the equity securities in the company, you will have a lower priority than some other lenders, like banks or leasing companies. In the event of bankruptcy, they would have the right to be paid first, up to the value of the assets in which they have security interests, while you would only be paid from the excess, if any.

Lack of Security: Sometimes when you buy a debt security on Gee Funding platform, it will be secured by property, like an interest in real estate or equity. Other times it will not.

Issuers typically will not have third party credit ratings: Credit rating agencies, notably Moody’s and Standard & Poor’s, assign credit ratings to debt issuers. These ratings are intended to help investors gauge the ability of the issuer to repay the loan. Companies on Gee Funding platform generally will not be rated by either Moody’s or Standard & Poor’s, leaving investors with no objective measure by which to judge the company’s credit worthiness.

Interest Rate Might Not Adequately Compensate You for Risk Level: Theoretically, the interest rate paid by a company should compensate the creditor for the level of risk the creditor is assuming. That’s why consumers generally pay one interest rate, large corporations pay a lower interest rate, and the Federal government (which can print money if necessary) pays the lowest rate of all. However, the chances are very high that when you lend money to a company on Gee Funding platform (buying a debt security is the same as lending money), the interest rate will not really compensate you for the level of risk.

30. Risks Associated with Callable Securities

A Call of the Security Might Deprive You of Upside: Suppose you buy common stock that can be “called” by the company after three years. If the company is doing poorly, the company probably won’t call the stock. But if the company is doing well, the company probably will call the stock. Even if the company pays you the then-current value of the stock, you might be deprived of the long-term upside potential.


Startup Jargon's That Every Entrepreneur Must Know

  • Angel Investor

Angel investors invest small amounts of money in startups.  The term's origin is from the 1920's, to describe a new investor in a new Broadway play.

  • Hedge Fund

Hedge funds pool investors’ money and invest the money in an effort to make a positive return. Hedge funds typically have more flexible investment strategies than, for example, mutual funds. Many hedge funds seek to profit in all kinds of markets by using leverage (in other words, borrowing to increase investment exposure as well as risk), short-selling and other speculative investment practices that are not often used by mutual funds. 

  • ‚ÄčSeed Round

The first money a startup receives, typically from many angel investors, or on GeeFunding.  While there are exceptions, most seed rounds raise between $250,000 and $2 million.  

  • Issuer

This is what lawyers call a company when it is issuing securities.

  • Series A

The "A" is the first significant investment by a venture capitalist or very large investor. 

In the past, startups raised between $2 and $5 million for their Series A. In recent years, some of the best startups have been receiving well over $10 million from their first venture capital investment. It's been getting cheaper for startups to make more progress with their seed funding, increasing their price when venture capitalists finally invest.

  • Burn Rate

This is how much cash the startup is "burning" each month.

If a startup has $10,000 in revenue in April, but $100,000 in expenses, their burn rate is $90,000. 

  • Runway

The amount of time (usually expressed in months) before the startup goes bankrupt without additional funding. 

For example, if a startup has no revenues, has expenses of $20,000 per month, and has $100,000 in the bank, it has a "runway" of five months.

It's common for most startups to have between 6 to 18 months of runway.  

  • Securities

A security is a fancy way of saying investment contract.  It can be debt or equity.

In 1946, the Supreme Court defined a security as anything that meets these four criteria. 

  1. It is an investment of money
  2. There is an expectation of profits from the investment
  3. The investment of money is in a common enterprise
  4. Any profit comes from the efforts of a promoter or third party
  • Carried Interest

Carried Interest is a share of the profits from an investment.  It's how venture capitalists make money from their own investors (called limited partners), typically when a startup is acquired or after an IPO. 

Example: A venture capitalist invests $1M at a $10M valuation. In five years, the initial $1M of equity is sold for $300M. If carried interest is 20%, the venture capitalist would earn $59.8M [($300M - $1M) * 20%]. 

  • IRR

IRR stands for "internal rate of return".   Unlike a simple exit multiple, IRR takes into account how long it took to earn a return.  

It's a harsher way of judging the success of your investments. For instance, let's assume you invest $100, that six years later, is worth $200.  Instead of saying, "Wow, that's a 200% return!", you'd say, "That's an IRR of 12.2%".

IRR for angel investors is very long-term. It can take up to 10 years to be able to sell your investments.  So we often talk about realized and unrealized IRR.  An realized return is when you sold the stock and have the cash.  An unrealized return is the estimated amount the stock is worth, usually based on the last price other venture capitalists have recently paid for it.  

Here's how to calculate it:  The IRR on an investment is the annualized effective compounded return rate that would be required to make the net present value of the investment’s cash flows (whether they be cash in or cash out) equal to zero. NPV = NET*1/(1+IRR)^year).  Or just use XIRR in Excel.

  • Fundraise Exemption

Startups must qualify under one of several federal exemptions from securities registration. Otherwise, they are violating securities law.  Exemptions supported on GeeFunding include Regulation D, Regulation A+, and Regulation Crowdfunding.

  • Regulation D, Rule 506(b) - Private Fundraising

Companies using the Rule 506(b) exemption can raise an unlimited amount of money from Accredited Investors and a maximum of 35 unaccredited investors. Almost all startup investing occurred this way until late 2013.

There's one catch. Companies using Rule 506(b) cannot advertise their fundraising

  • Regulation D, Rule 506(c) - Public Fundraising

This is a new exemption released by the SEC on September 23rd, 2013. Like Rule 506(c), startups using this exemption can raise an unlimited amount of capital from Accredited Investors . But unlike 506(b) these startups canadvertise their fundraising to the public.

There's a downside. Startups using 506(c) must verify that all their investors actually are accredited. This may require the investor to provide a letter from their lawyer, or it can be as burdensome as requiring tax returns or bank statements.

  • Regulation A+

Also known as Title IV of the JOBS Act, Regulation A+ allows startups to raise up to $50 million per year from an unlimited number of investors, no matter how wealthy they are. Companies can think of Regulation A+ as a mini-IPO, allowing them to gauge public interest without the strenuous fees and reporting requirements of actually going public before they're ready.

Investors are also limited in the amount of capital they may invest in Regulation A+ startups per year. Non-accredited investors may legally invest no more than 10% of their income or net worth—whichever is greater. Accredited investors (those who have an income of $200K+ or have a net worth of over $1 million) have no investing limit.

To find out your investment limits, open an investor account.

  • Common Stock

Common stock is a security that represents ownership in a corporation. Holders of common stock exercise control by electing a board of directors and voting on corporate policy. Common stockholders are on the bottom of the priority ladder for ownership structure; in the event of liquidation, common shareholders have rights to a company's assets only after bondholders, preferred shareholders and other debtholders are paid in full.

  • Discount Rate

The discount rate is a term in a Convertible Note or SAFE that gives investors a reduced price to that paid by the Series A investors.  Typical discounts range from 0% to 20%.

Let's say you hold a convertible note with a 20% discount rate. If a venture capitalist invests in that company at $20 million valuation paying $3 per share, your note converts to equity at $2.40 ($3.00 * .8) per share. Note that discount rates usually are only applied when the valuation is below the Valuation Cap.

  • Interest Rate

The interest rate is the amount charged by a lender, usually expressed as a percentage of principal annually.

Convertible notes also carry an interest rate. Unlike traditional loans, however, this interest is paid in additional shares upon conversion of the note instead of cash. Let’s say you invest $1,000 in a startup through a convertible note with a 5% interest rate. If they receive a series A investment one year later, you would have accrued $50 worth of interest and would be entitled to $1,050 worth of shares at the appropriate conversion rate.

While Convertible Notes have an interest rate, the interest and principal are rarely repaid in cash; rather, the accumulated interest entitles the investor to receive more stock if and when the note converts to equity.

  • Preferred Stock

A preferred stock is a class of ownership in a corporation that has a higher claim on its assets and earnings than common stock. Preferred shares generally have a dividend that must be paid out before dividends to common shareholders, and the shares usually do not carry voting rights.

  • Pre-Money Valuation

The pre-money valuation is the valuation of the company before an investment has been made. It does not include the value of the cash a venture capital firm is about to invest. Pre-money valuations for early-stage startups are most often determined by supply and demand. 'Hot' startups often have multiple venture capitalists chasing after them, and therefore command a higher valuation.

  • Post-Money Valuation

The post-money valuation is the valuation of the company after the investment has been made. It is equal to the pre-money valuation plus the amount of the investment.

For instance, a venture capitalist might determine a company has a pre-money valuation of $15 million. The VC then invests $5 million in exchange for a fourth of the company. The post-money valuation is $20 million.

  • Valuation Cap

The Valuation Cap is the most important term of a convertible note or a SAFE. It entitles investors to equity priced at the lower of the valuation cap or the pre-money valuation in the subsequent financing. Typical Valuation Caps for early stage startups currently range from $2 million to $20 million.

The valuation cap is a way to reward seed stage investors for taking on additional risk. The valuation cap sets the maximum price that your convertible security will convert into equity. To translate that into a share price, you divide the valuation cap by the series A valuation. 

Let's say you invest in a startup using a note with a $3 million cap. If the series A investors decide that the company is worth $6 million dollars and pay $1/share, your note will convert into equity AS IF the price had actually been $3 million. By dividing $6 million by $3 million we get an effective price $.50/share. That means that you will get twice as many shares as the series A investors for the same price.

  • Tax ID or EIN

Employer Identification Number (EIN), also known as the Federal Employer Identification Number (FEIN) or the Federal Tax Identification Number, is a unique nine-digit number assigned by the Internal Revenue Service (IRS).

  • Fiscal Year End

The business’ fiscal year is any twelve-month period that the company uses for accounting purposes. It can be the end of any quarter, but it's most often December 31st.

  • Warrants

Like an option, warrants grant the right to buy stock at a certain price in the future. Unlike options, warrants (and the shares they convert into) are always issued by the company itself.

  • Board of Directors

The Board of Directors have a fiduciary responsibility to guard the interests of the shareholders of a company.

The board makes decisions on major strategic issues and can often (but not always) fire the CEO.  

In an early stage startup that has just raised a Series A, it's most common to have the board members:  two appointed by the founders, and one by the venture capitalist.  Usually at each major subsequent round of funding, another board seat is created.  

The SEC requires that the majority of the Board of Directors sign the Form C to fundraise on Gee Funding. 

  • Principal Security Holder

Someone who controls 20 percent or more of a company’s voting power. 

  • GAAP Financials

The law requires that financials used in a Form C follow the Generally Accepted Accounting Principles (GAAP) format. This includes an income statement, balance sheet, cash flow statement, and notes to the financial statements. 

  • Liquid Market

The degree to which an asset or security can be quickly bought or sold in the market without affecting the asset's price.

Securities sold in Regulation Crowdfunding offers are not liquid. 

  • CIK & CCC Codes

A Central Index Key (CIK) and the CIK Confirmation Code (CCC) are used by the Securities and Exchange Commission to identify companies.  We use it to file Form C's in the SEC's EDGAR system.

  • Articles of Incorporation

Also referred to as a certificate of incorporation, this is the legal document establishing the existence of a corporation.  It's typically filed with the Secretary of State.

  • Account Receivables

The money that a company has a right to receive because it had provided customers with goods and/or services. For example, a manufacturer will have an account receivable when it delivers a truckload of goods to a customer on June 1 and the customer is allowed to pay in 30 days. 

  • Cash or Cash Equivalents

A current asset account which includes currency, coins, checking accounts, and undeposited checks received from customers. The amounts must be unrestricted.

  • Long Term Debt

The amount owed for a period exceeding 12 months from the date of the balance sheet. It could be in the form of a bank loan, mortgage bonds, debenture, or other obligations not due for one year. A firm must disclose its long-term debt on its balance sheet with its interest rate and date of maturity.

  • Net income

An entity's income minus cost of goods sold, expenses and taxes for an accounting period.

  • Total Assets

The basic accounting equation states that assets = liabilities + stockholders' equity. In the accounting industry, assets are defined as anything that a business owns, has value, and can be converted to cash. Assets are broken down into two main categories. These two categories are current assets and noncurrent assets.

  • Revenue

Usually shown as the top item in an income (profit and loss) statement from which all charges, costs, and expenses are subtracted to arrive at net income. Also called sales, or (in the UK) turnover.

  • Cost of Goods Sold

The direct costs attributable to the production of the goods sold by a company. This amount includes the cost of the materials used in creating the good along with the direct labor costs used to produce the good. Also referred to as "cost of sales."

Qualifying Transaction

Both instruments call for a conversion to equity when a future Preferred equity round of financing is closed.  However, convertible notes stipulate a minimum amount of money to be raised in the future equity round before being considered a “qualifying transaction” that triggers conversion.  SAFE investments, on the other hand, convert with any amount raised in a Preferred equity round.

Investors will enjoy the SAFE’s removal of the qualifying transaction term because it is something that otherwise could possibly get in the way of converting their investment to equity.  

Term (Maturity Date)

Convertible notes have them but SAFEs don’t and that’s because a SAFE is not considered a debt instrument.

Investors will not enjoy this aspect of the SAFE because it’s the term (maturity date) feature in convertible notes that forces at least some conversation if there’s no natural conversion to equity over time.  Reaching the maturity date on a convertible note also often triggers rights to equity conversion (using a formula that involves the valuation cap).  A startup that uses a SAFE and then evolves into a profitable lifestyle business without ever having to sell Preferred equity could leave their investors in limbo forever.

Peer-to-Peer Lending

This type of lending may be an appealing option to non-accredited investors who would rather invest in individuals than in companies or real estate. Peer-to-peer lending platforms allow consumers to create fundraising campaigns for personal loans. ‚ÄčEach borrower is assigned a risk rating based on his or her credit history. Investors can then choose which loans they want to invest in based on how much risk is involved.

That’s a good thing if you want some control over how much risk you’re taking on. At the same time, it also allows you to gauge what kind of earnings you stand to see on the investment. Generally, the higher the borrower's risk level, the higher the interest rate on the loan, which means more money in your pocket. 

Again, it doesn’t take a huge bankroll to get started with this type of crowdfunded investment. If you’ve got an extra $25.00, you can start funding loans through Peer-to-Peer funding concept when available here at Gee Funding.


Helpful Links

SEC: U.S. Securities and Exchange Commission.

FINRA: Financial Industry Regulatory Authority. An online resource to help you make sound investment decisions and avoid fraud.

Investor Bulletin: Guidelines on Investor limitations and calculating net worth.

SEC Form-C: Issuer using Regulation Crowdfunding (Reg. CF) offerings are required to file a Form-C with the SEC.

Form-C Filing: The SEC EDGAR Portal where Form-C and other SEC forms can be file.

Investment Advisors: Investment Adviser Public Disclosure website.

Broker Check by FINRA: Search Broker Dealers and Registered Funding Portals. 

EDGAR: Using EDGAR portal to Research Public Companies.


We expect to update this education document from time to time.