506x
: Participation is strictly limited to accredited investors; no non-accredited investors are permitted.
: Issuers must take "reasonable steps" to verify an investor’s status, such as reviewing tax returns or bank statements, rather than just relying on the investor's word. Comparison at a Glance Rule 506(b) Rule 506(c) Public Advertising Prohibited Accredited Investors Non-Accredited Investors Up to 35 (must be sophisticated) None Allowed Verification Method "Reasonable Belief" "Reasonable Steps to Verify" : Participation is strictly limited to accredited investors;
This is the traditional route used by many private companies to raise unlimited capital. : The issuer must have a "reasonable belief"
: The issuer must have a "reasonable belief" that the investor is accredited, often based on the investor's own questionnaire. Rule 506(c): The "General Solicitation" Exemption companies can use their website
: Unlike 506(b), companies can use their website, social media, or other public advertisements to attract investors.
Introduced by the JOBS Act, this rule allows for much broader marketing of a deal.