Footnotes for your lawyer:

Financial numbers that must be disclosed include assets, cash, accounts receivable, short term debt, long term debt, revenues, cost of goods, 
taxes paid, and net income. Financials are certified by CEO if raised under $100k. Otherwise, financials must be reviewed by an independent CPA. 
No audited financials are required for the issuer's first Regulation Crowdfunding raise.

Our library includes industry standard investment contracts like the Y Combinator SAFE and the Techstars Convertible 
Note. However, "NCF" can handle any type of custom security.

During the fundraise, the SEC requires periodic fundraising progress updates on Form C-U and any amendments to the offering statement on Form C/A. We file these automatically based on information the issuer provides.

If the issuer raises more than $1m and opts for a concurrent Regulation D 506(c) raise, National Crowd Finance will handle the verification of accredited status of investors. Additionally, any public solicitation should comply with the tighter rules of Regulation Crowdfunding.

Investment limits are calculated from self-reported income and net worth. "NCF" helps enforce investor limitations. 
The issuer is not liable unless it can be proven they know an investor lied.

Advertisements can include no more than: 
(1) a statement that the issuer is conducting an offering and a link to their CF profile; 
(2) the terms of the offering; and 
(3) facts like name, legal identity, location, phone, website, e-mail, and a brief description of the business.

 “Terms of the offering" include: 
(1) the amount of securities offered;
(2) the nature of the securities; 
(3) the price of the securities; and 
(4) the closing date of the offering period.

The issuer is not exempt from Exchange Act Section 12g and is subject to the Exchange Reporting Act if they have over 500 hundred unaccredited shareholders or over 2000 total shareholders, while also having over $25m in assets.

The annual report includes financial statements self-certified by the CEO as well as a business discussion. No review or audit is required. Annual reports terminate after 3 years if the company has less than $10m in assets, or after 1 year if there are fewer than 300 shareholders. Filing the annual report is not a condition of the exemption.

About Side by Side Offerings

What is Side by Side?
A Side by Side offering refers to a deal that is raising capital under two offering types. 
This Side by Side offering is raising under Regulation CF and Rule 506(c) of Regulation D.

What is a Form C?
The Form C is a document the company must file with the Securities and Exchange Commission (“SEC”) which includes basic information about the company and its offering and is a condition to making a Reg CF offering available to investors. It is important to note that the SEC does not review the Form C, and therefore is not recommending and/or approving any of the securities being offered.
Before making any investment decision, it is highly recommended that prospective investors review the Form C filed with the SEC (included in the company's profile) before making any investment decision.

What is Rule 506(c) under Regulation D?
Rule 506(c) under Regulation D is a type of offering with no limits on how much a company may raise. The company may generally solicit their offering, but the company must verify each investor’s status as an accredited investor prior to closing and accepting funds. To learn more about Rule 506(c) under Regulation D and other offering types check out our blog and academy.

What is Reg CF?
Title III of the JOBS Act outlines Reg CF, a type of offering allowing private companies to raise up to $1 million from all Americans. Prior capital raising options limited private companies to raising money only from accredited investors, historically the wealthiest ~2% of Americans. Like a Kickstarter campaign, Reg CF allows companies to raise funds online from their early adopters and the crowd. However, instead of providing investors a reward such as a t-shirt or a card, investors receive shares, typically equity, in the startups they back.