Now that the Advisory Committee on Small and Emerging Companies and various industry groups are focused on the possibilities associated with modernizing Rule 147 and possibly reviewing the requirements for the Rule 504 and Rule 505 exemptions, perhaps it's time to consider whether it would be prudent to formulate one consistent set of disclosure requirements for companies seeking to rely on the exemptions available for smaller capital raises. For example, it may make sense for the disclosures required for a crowd funded offering under a Title III crowdfunding transaction be aligned with the disclosures required for a Tier 1 Regulation A offering, and for Rule 504 offering. The companies that are likely to avail themselves of these exemptions will be similarly situated, will be targeting the same investor base, and would benefit from the uniformity. Also, a common disclosure template should help to reduce some of the confusion in the market (rather than having to explain to potential issuers the various different standards for disclosures based on the particular offering exemption).
Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.
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