RAISING CAPITAL 101 – CAN’T MAKE CEOSPACE MAY 21st?

RAISING CAPITAL 101 – CAN’T MAKE CEOSPACE MAY 21st?

 

CEO SPACE offers a leading education on 2018 capital options and compliance co instructed with experienced SEC licensed attorney experts in security laws. We will provide some highlights of this education you can share and book mark for later use. Also you may wish to call CEOSPACE and ask to acquire Capital 101 a five day video training of the entire live class education or audio ten hours of modules on capital executions SUPER RUSH SEED CAPITAL kits you can download and use today. Click http://www.ceospaceinternational.com

Call and ask for either

CAPITAL 101 as general skill education

Or

SUPER RUSH SEED CAPITAL

Or both and you will have your kits rushed to you.

Click QUICK LINKS and see a video including SHOW ME THE MONEY or google CEO SPACE SHOW ME THE MONEY VIDEO. Education delivers the MASTER ENTREPRENEUR SKILL – CAPITAL . Capital is simply NEW capital is not HARD. If you can learn to TANGO which is terribly hard for “me” you can learn the dance steps to dance capital in your venture growth.

WHAT IS CAPITAL AND WHY RAISE CAPITAL AT ALL? 

Capital is permanent money that is exchanged for ownership in your firm by investors. The capital infused into your business works harder than you can work with labor alone. Capital pays for two years or more of ramp up development costs and the enormous cost to repeat and repeat information to your ideal clients to assure they trade with you in sufficient volume to create a growing profit and a potential to resell the venture for wealth.

Capital is used to move from struggling to earn a living in venture that is not a real business. Such ventures are jobs that you own and offer little if any forward resale volume.

Resale price is a feature of how many customers you are serving and a complex ratio of growth factors that define for any industry the ratio of resale price. For example a Dentist may resell their practice for 1.5 times earnings. A dental BRAND with a chain of 25 offices may sell their practice BRAND CHAIN for 5x to 10x earnings depending on the BRAND value and profit – or – wealth versus cash flow.

As the WORK week is the same for both dentists the difference is the PLAN QUALITY. One Dentist learned entrepreneur skill sets and developed a WEALTH PLAN. The other dentist lacked the education advantage in “business” and slaved away over a lifetime for an income plan largely as a “wage slave”.

The WEALTH DENTIST enjoys freedom unknown to the ‘wage slave” dentist an enjoys 21 day cruise vacations all over the world with his family. The Wage Slave Dentist does not enjoy such freedom.

THE WEALTH PLAN is a superior life plan for anyone who is an entrepreneur versus a salary worker. CEO SPACE over time helps the owner of any venture scale to gain education, develop their own leadership options, and opportunities and revise their income plan into a wealth plan. Lifetime membership and regular use of CEO SPACE develops the leader into a more educated planner and success over time as to intention of the program. CEOSPACE is the # 1 ranked business conference in the world by THIRD PARTY PRESS for years and again in 2018 – see CEO SPACE IN THE PRESS TAB – on our web site to confirm claims made on this topic.

 

WHY RAISE CAPITAL FOR A VENTURE?

 

Owners raise capital to evolve their plan, develop their business model to maximum potential, execute their plan over time lines, and to off set early year costs to grow market share over geographic ramps until what we call CROSS OVER where profits underwrite forward soaring costs of growth. Owners raise capital to develop and execute forward much more professional plans, to accommodate maximum resale price or IPO’s that make capital partners and owners viable profits for taking risks to grow the venture. Owners raise capital because they desire to service more customers than they themselves can service in a week of time ( wealth planning versus income planning ) and they require capital to develop their product or service and planning to effect the desired service footprint that creates exist plan success.

CEO SPACE education teaches there is nothing to be afraid of in learning to educate yourself on the MASTER SKILL for the entrepreneur – CAPITAL SKILL. Further CEO SPACE educates that as you GROW IT you will GROW YOURSELF as a leader. The IT growing always will grow you into a great leader in your venture. The ZUCK is still growing through today’s challenges. We all grow as it grows us as our service footprint expands.

Ventures either grow or they rot.

Capital helps assure growth plans are realized.

The big emotion is venture owners feel responsible for any future loss to investors that may take place if the market and other factors create a venture loss. That consideration is moral ethical and right minded. Venture investors place suitable sums into venture investing, generally no more than 10% of their income or net-worth in any one year – to any one venture or group of ventures that are higher return in promise and higher risk in reality. Such venture investors can withstand a loss of their investment and well know the risk. The result is fair trade – risk for profit potential that is appropriate without concentration of wealth into high risk.

Education helps the venture owner execute successful capital plans.

 

COMPLIANCE DECISIONS:

 

In our Blog we can not educate our readers on capital raising world wide in the way CEO SPACE the leading format training for venture owners, on Capital options over a five day live education class with many practice sessions – as you learn by best practices not by lecture or reading alone.

Capital Mastery requires an investment of time to secure the best practices working one on one with qualified security expert law counsel for which there is no substitute – as education is only general and not specific. CEO SPACE recommends in all nations the most comprehensive compliance safe harbor box top rules can be studied in clear education English from the leading 2018 regulatory institution in the world the SECURITY AND EXCHANGE COMMISSION OF THE United States OF AMERICA. CEOSPACE capital education provides this web site with the strongest encouragement to our CEO’s to ‘print page” and study the following two exemptions on the easy to make a bookworm favorite page:

http://www.sec.gov

Investors are encouraged to look at the SEC Fraud alerts for the scams that make investors prey today. Investor tip: before you invest check the SEC web site.

Issuers ( you selling to investors ) have two choices today.

 

SEARCH THE SEC WEB SITE FOR

CROWD FUNDING COMPLIANCE

Crowd funding is equity being exchanged for ownership in your venture. Source Funding is KickStarter Indygogo and preselling product ( not stock ownership ) to buyers of that product service or charity donation. CROWD FUNDING is selling investors securities.

 

WHAT IS A SECURITY:

 

The SEC web site tells you in PDF files you can download directly and you should.

Generally for education purposes a SECURITY is any form of an agreement between two people in which:

  • The person investing will make a gain of any kind
  • From the work of the person selling the agreement

This may be profit sharing agreements – or debt agreements – or equity or debt or profit sharing that later converts to debt. You may buy a fractional interest in real estate ( but you are not active in managing your own real estate ) which may be orange groves ( see Howey Case law ) or undeveloped land or oil and gas or anything at all – that agreement is a security .

Your attorney can advise you if you limit your offer of a security ( agreements of any kind fitting this context with zero exception ) to three to five in a short time – you may be exempt from compliance requirements as the isolated transition is not an on going funding scheme. You can’t then offer another isolated transaction – one and your done. Only with security law counsel advice even then as you may still be required to comply with state and federal law.

506 REGULATION D SECTION C EXEMPTIONS

Crowd Funding is a faster lower cost way to raise development first capital ( permanent money ) to fund your growth plans or development phase. Caution – CEO SPACE educates owners to avoid any debt type of security issue to investors until your venture has two sustained back to back profits to support such debt agreements. We call early stage venture debt funding “suicide rounds” due to the failure over decades we have witnessed when attorney’s not experienced in early stage venture funding craft suicide funding rounds only appropriate for more mature entities – such that investors and owners lose. Capital should be permanent money into the venture until sustained profits raising share price are secured in our opinion.

Crowd Funding is limited to $ 1,000,000 in total funding per form C filing. Security law experts can craft compliance rounds of back to back crowd funding coverings over appropriate time lines for legal compliance.

506 Reg D executions permit sums to be raised greater than $ 1,000,000. Crowd Funding can solicit and with qualification except NON ACCREDITED INVESTORS.

Reg D offerings for larger sums required a filing with the SEC and the state the investor and issuer reside in for the larger offering – of a full disclosure document known as a Private Placement Memorandum – a format that repositions your business plan with required legal disclosures to future investors as required  by current  state and federal law. Expert security law counsel prepare this PPM document and filings with states and the SEC. Any sum can be raised with a PPM 506 C Reg D offering – print the box top rules for these two options from the SEC site directly and study them in any and every nation. Review these exemptions in your procaine state or nation.

Compliance is generally “knowledge + Documentation = Compliance.

CEO SPACE instructs a standard we call OVER COMPLIANCE which provides guidance to over document beyond what is required because OVER COMPLIANCE is not hard and it provides more protection for issues and investors collectively. We adjust this education model to current legal rules published by the SEC and by working with expert law firms who co instruct our education product to business owners. CEO SPACE is working to bring this missing curriculum to major Universities in their entrepreneur degree programs as a missing essential item of advanced education for entrepreneurs world wide.

 

WHY RAISE CAPITAL ?

Every venture raises capital for reasons to grow faster. Reasons to raise capita include:

  • Over coming two year develop to market budgets
  • Developing new service or product budgets
  • Brand strategy for all consumer touch points missing in so many venture plans
  • Packaging to market for superior outcomes
  • Sustained two year marketing and Public relation budgets to drive brands to target customers
  • Upgrading WEB Sites from place holders to SUPER SITES that drive ideal customer traffic to the web site daily and convert traffic with less clicks to sales
  • Two year expanded staff and office growth costs
  • Customer service departments missing to many ventures and critical.
  • New profit center development
  • Accounting and tax planning over two years of growth.
  • Consultants needed to sustain growth over years of time
  • Legal growing costs as venture grows
  • Materials and office supplies
  • Insurance
  • Transportation and Travel ( cars gas wi fi cell phones bills )
  • Technology required for growth including software improved strategies and data bases and security
  • http://www.xtremesolution.com anti hacking 24.7 monitoring and consulting over life of venture
  • SEC compliance costs and capital raising cost
  • CEO SPACE growth support costs to global markets
  • Market share development cost
  • Rebranding cost to upgrade market penetration
  • Continual product or service enhancement develop cost keeping consumer value higher year to year always
  • Miscellaneous unforeseen costs over time – cash reserves
  • Owner salary and staffing until profits pay for these costs fully
  • Other costs not shown here

Capital budgets off set two years minimum of all such costs and typically for solo entrepreneurs run a full $ 1,000,000 when professionally developed, and more for larger plan executions. Chose your exemption filing to raise capital with these aspects of WHY RAISE CAPITAL in mind.

Entrepreneur Gold Rule – Solo Entrepreneurs seldom reach goal attainment ind desired time lines ( years of life time spent ) via earnings alone – capital shrinks costs and shrinks time to reach venture plan goal attainment – which is WHY owners acquire the education to raise capital in the first place.

Capital is NOT HARD capital is just NEW and frankly all of us should learn about CAPITAL IN PUBLIC HIGH Schools. Your High School can phone CEO SPACE and ask for Jessica our public service director to discuss Capital Education for their forward school plan.

Congress in 2016 with the SEC rule Releases enacted CROWD FUNDING via the legislation known as the JOBS ACT President Obama signed into law. The JOBS act creates a faster lower cost ease for ventures to raise first capital to expand and create jobs I America. This new rule set of law is so new attorneys are still acquiring education on these laws and a growing number attend CEO SPACE Monday to Friday capital education to update their practices on most current compliance law as on going education for the bar.

CROWD FUNDING is offered on line through FINRA approved Portals. What is FINRA? FINRA is the self regulatory agency working with authority from the Federal SEC for brokers dealers supervising license security sales agents.

What is a private placement?

A PRIVATE PLACEMENT of a security is an exempt offer of a security not subject to more strenuous compliance regulations of a PUBLIC OFFERING. Private Placements of stock or LLC ownership are offered into the market by the venture owner and their offices and directors.

FINDER FEE’s – Finder Fee’s within current CEO SPACE over compliance education to current checks with SEC enforcement officers in 2018 – conclude that – only officer and directors of VENTURES may offer private placement securities ( agreements in any context set forth above no exceptions ) or via licensed security brokers or their agents. Paying non licensed individuals “finder fee’s” to develop investor contacts can violate or breech your exemption and create litigation where investors can sue for all their money back and typically win – if – you violate finder developing case law. In a growing number of states as abuse in this area is so rampant – states are making it a CRIME to pay finders in private placements – so ignore legal advice that suggest less conservative outcomes and embrace legal experts that guide you to never pay finder fee’s in private placement is our CEO SPACE over compliance education guidance so you sleep like a baby.

Click http://www.sec.gov

Trust your regulatory agencies to protect you and the investor maximally. The BOX TOP RULES for exempt offerings change all the time. Attorney experts who only work in this highly specialized area remain current and keep you in legal compliance. Check back to the SEC government web sit and print pages. The SEC creates ever current PDF files to assist investors – written in clear to understand English of the BOX TOP rules you play capita game knowing.  As owners MUST KNOW THESE RULES and it is not HARD it is just NEW – educate yourself. The rules are expressed to assist you not hinder you. Your nation wishes you to grow and create jobs and be successful as an entrepreneur. We live in the AGE OF THE ENTREPRENEUR.

Congress passed new laws and the SEC has made it lower cost and easier to raise rally stage venture capital to grow any business plan into the future. LEARN EARN AND RETURN to the SEC Web Site.

 

COMPLIANCE BEFORE YOU SOLICIT INVESTORS:

The full current list of FINRA legal portals presently serving those engaged in CROWD FUNDING is presented below for you to make a book mark and to save. In this new exciting CROWD FUNDING space the list grows as FINRA is adding new sites – and next generation sites like http://www.sprowttcf.com and http://www.crowdsourcefunded

Are being added all the time – as prices and service packages vary shop to secure the provider service that gives you the best price and most resonates with you personally. FINRA Audits these sites annually and you may ask if the site you explore has completed a annual audit without flaw to their compliance. Also ask when shopping for:

  1. All fee’s inclusive without add on”s
  2. Their full list of services and compliance help
  3. If they charge issuers equity in stock and fee’s or just fee’s
  4. Shop sites you can drive to first and visit their offices always a good idea
  5. Ask how many employee’s they have so you know if staff is present to help you
  6. Ask how many CROWD FUNDING issuers they have served – how many closed successful rounds of funding if any and if they have references you can check.
  7. Ask who is their compliance law firm and have your security law expert check with their attorney to finalize your selection of ideal choice.

This area is so new and portals are also knew so shop shop shop to get your own best deal as prices are crashing down as time and industry growth expand in this new market sector of serving business owners.

The full FINRA LIST of approved active portals can be accessed with this web link you SHOULD MAKE A BOOK MARK FOR and check back often. You may also google BEST RANKED FINRA PORTALS as third party press is just starting to RANK leading portals so watch for ranking changes as ever more information is coming both on line to help you: ( and now the link to the full current list from CEO SPACE )

https://www.finra.org/about/funding-portals-we-regulate

Tip: Make your book mark and shop shop shop. The best practice in this new advancing industry of CROWD FUNDING options.

To execute a CROWD FUNDING offering you will work with expert licensed security legal counsel you engage. The average cost range from $ 3500 to $ 5000 although some charge higher sums. Assure you are working with experienced security law experts who have completed prior CROWD FUNDING offerings with references to those CEO’s you can check with before you retain. Also make sure you hire an attorney you can love. An expert who educates you and keeps you informed versus an attorney ego who keeps you in fear and makes you dependent. Chose wisely.

Now think of legal compliance as an umbrella of knowing box top rules and documenting those rules to avoid a breach of your legal exemption to offer your security ( agreements to buy stock ownership in your firm in exchange for capital as permanent resources for your venture. If you do commit a breach state and federal compliance agencies may explore a customer compliant. The burden is on your documentation to confirm your full legal compliance with the law – those exemption box top rules. It is not hard it is simply NEW. New knowledge for the CEO owner to acquire. A inquirer into a breach is civil not criminal and may resolve with:

  1. No change – the gold standard and given the millions of offerings a very low % event in the first place.
  2. A change request.
  3. A fine if the breach requires that remedy.
  4. Recision refund to the investor complaining if required.
  5. A recision to all investors if the breach is more signifiant.

Criminal action can be “referred” by the civil investigation if criminal fraud or theft of money violating criminal laws took place which is unlikely for YOU by percentage of lawful offerings under taken in any one year. Of the six plus million new ventures founded last year most funding was by the exemptions set forth here and not by venture capital firms which typically fund later in development rounds of founding and even then a very small % of venture overall capital.

Crowd Funding Issuers – YOU – are required to execute the following:

  1. A form C 20 – which complete and reviewed by your security law counsel ( and CEO SPACE encourages no exception to this guidance in over compliance ) the Form C 20 is filed with the SEC and no file fee is required. You may then offer the security in all fifty states to execute your offering up to $ 1,000,000. As most budgets for early stage venture growth or launch require the full sum for any modest two year budget, we encourage venture owners raise the full sum permitted by law to lower overall risk in venture performance in the future.
  2. A pitch deck of your business plan your slides and any video’s or third party material – reviewed by security counsel – are uploaded to your portal.
  3. Investors review the CROWD FUNDING pitch deck and Form C 20 full disclosure documents and complete investing on the portal.
  4. Suitability rules require issuers to accept aggregate venture investing from non accredited investors of no more in total than 10% of their net-worth or 10% of their annual income whichever is greater – and not more for any investor of aggregate $ 100,000 in any one year.
  5. The offering remains open until the sum is raised or the issuer closes the offering. Again check with security law counsel for specific current rules and read the current rules on the SEC gov web site cited here.

Similar procedures apply in the nations with CROWD FUNDING LAWS. Some nations permit higher than $ 1,000,000 raises in their nations.

Portals can help you and suggest law firms you may wish to explore.

CEO SPACE notes a premium portal with advanced Crowd Funding Compliance automation is the http://www.sprowttcf.com portal worthy to explore.

The lowest cost do it yourself portal in the industry is

http://www.crowdsourcefunded.com

CEO SPACE is comfortable with both founders and portals – one premium with more bells and whistles than any of them to date and the other lowest cost and New York based.

You may wish to shop – review new portals nationally and select a portal operator you resonate with – and perhaps that is drive zone where you check out their home office – always another due diligence item we suggest.

THE SEC site and your security law counsel can help you with the box top rule set to remain with a perfect umbrella of documentation and breach free execution of your successful crowd funding offering.

The cost is low and offerings can be completed in ten days or less if you have the information such as your business plan. Never before has it been possible to raise one million dollars so rapidly and so reduced in outlay as to cost to gain capital as a missing resource to your own growth and success planning.

 

REG D OFFERINGS:

 

As you may appreciate the box top rules to raise larger sums than $ 1,000,000 dollars have greater compliance time lines and cost to protect the investing public as many millions even tens of millions or more may be raised under these exemptions.

The typical investment in legal retainers for a larger Red D offering, range from $ 35,000 to $ 75,000 – are not uncommon. It can take six months to nine months to complete that work. Reg D issuers who learn about CEO SPACE attend in one measure, to learn the latest box top rules on Reg D compliance for their issues working directly with SEC compliance lawyers on faculty at CEO SPACE. CEO SPACE compliance law firms discount fee’s due to the five time.a year volume of client relationships they develop to an average of $ 15,000 flat rate including blue sky filing compliance ( which we will explain below ) and complete the work in six weeks versus six months. Issuers who shop hard, may match these fee’s and time lines in the market. Assure on larger fundings you work with highly experienced law firms with references in REG D compliance work as the work is specialized in the legal industry.

The compliance work includes:

  1. A complete business plan your law firm uses to complete the Private Placement Memorandum – and filing RED D forms required by the SEC before you offer to investors.
  2. A Reg D filing – with SEC with their required filing fee.
  3. A Reg D filing with filing fee’s in those states your investor resides within and the issuer state
  4. Complimenting materials and videos
  5. All reviewed by your legal counsel

The process itself grows you while you develop your capital game plan.

First comes STRUCTURE. You can not catch the rain ( capital ) with a bucket.

Structure or corporate engineering is a pathology of the capital required to effect outcome. CEO SPACE educates “owners” including not for profits on options for structure. Consider this truth first: all advisers are not equal. Attorneys and experts may lack capital expertise in your silo of business. An attorney who does oil and gas offerings or real estate offerings may not be expert at a professional entertainment firm’s structure or a high technology structure.

Structure considers a the budget for two years for every possible ramp up to your advanced and fully develop plan to accelerate growth and market share reach. You wish to consider second and third rounds of funding and assure you keep control of your firm.

You want to pan your ultimate exit either to sell the firm or to go public and consider those forward values with the expert – you select and know has expertise in structure in your silo of industry. This is a critical choice as bad structure harms both issuers and investors over time potentially great structure moderate risk and success.

Take time to resolve the final copy of your Reg D compliance structure and documents. Also review your oral presentation with your security lawyer and in an IPHONE tape recorded world never deviate from your law firm approved final copy.

Tip: When retaining your Reg D law firm assure all fee’s including Reg D filing fee’s are included in one flat rate fee structure. Assure your retainer agreement – includes time lines completion of the work and that you own all your own work product should there be any dispute.

We highly encourage issuers to read the SEC.GOV site information on REG D offerings as a first next step and print those pages to your file.

 

DOCUMENTATION FOR COMPLIANCE:

 

CEO SPACE education materials you can acquire in video and audio kits reflect the information provided here, and provide general education always made specific to your issue by your security law firm. Your licensed security authority is the final word on your offering process as general education is always superseded by licensed legal advice and your own client attorney privilege. Your attorney will help you and assist in your compliance during the life of your issue and offering. You can call CEO SPACE at http://www.ceospaceinternational.com

To Order Capital 101 – video lessons on capital education and or audio lesson kits SUPER RUSH SEED CAPITAL.

Both kits provide compliance education, in greater depth, extracted from live CEO SPACE trainings which include practice sessions in structure and in compliance education skill.

You can also register on our web site to gain more skill by attending live classes if you seek to advance your capital skill education.

As documentation is a critical component of capital compliance best practices we suggest include:

  1. Get an Office Depot box and alpha all investor prospects – to file – including phone – text – and email or mail without omission. If you create nightly aide to memory of any investor communication and print page to that file you assist your attorney in compliance documentation.
  2. Remain faithful to attorney review of anything investor prospects receive – and our oral approved legal discussion parameters your attorney approved.
  3. Include passage of time rules you review with your attorney.
  4. Include verification of suitability and accredited investor qualifications required by state and federal security law for each issue to file.
  5. Engage attorney’s at close of offerings to assure your investor file box has zero deficiencies and close your offering with a formal sign off from your law firm.

Accredited investors are investors who are verified to have personal income as sophisticated investors of $ 250,000 dollars ( check for current SEC qualifications ) and or a net-worth greater than 1,000,000 dollars not including their personal residence which apply to 100% of your REG D investor community.

CEO SPACE education with SEC law firms, provides options as to how to develop investor relationships under current general solicitation rules, and to qualify investors as to accreditation and suitability. Some web automation services such as our recommended http://www.sprowtt.com FINRA sites, help to document automatically investor compliance qualification and suitability – a huge help to issuers.

You may share and print this blog as one resource of assistance which compliments information you and your attorney will develop for your specific offering to raise capital.

Capital raisiing is lower cost and lower time under the revised rules.

General education provided here is background only and may never supplement the information you must undertake with your security law representation. The final copy for every compliance round of funding flows between the issuer ( YOU ) and your attorney.

We hope this general information and education is useful to capital issuers when approaching a future growth using capital as a missing resource to execute success for your venture and all concerned.

BERNY DOHRMANN – AS A PUBLIC SERVICE TO ENTREPRENEURS

REBALANCING MARKETS – THE HONEY MOON MARKET SPACE

DEC 13th – ORLANDO CEO SPACE – HISTORIC BUSINESS CONFERENCE

Peter Thiel founder of PRICE LINE and many time billionaire entrepreneur leader – said so well in summary….the media all lost because they failed to ever take Donald Trump SERIOUSLY but they always quoted him literally. They utterly missed the point.

Peter bet on Donald Trump when his tek community bet againt him and trashed PETER For stating his American RIGHT to his vision – which in fact came in RIGHT and those who were bashing PETER where utterly wrong. Peter your a winner and a hero for seeing the future with the eyes that always define your leadership – well done. Eric from Alaphbet gave you a standing ovaation today as well he should.

Prestigious Forbes Magazine ranks one Business Conference – # 1 in the world in 2016 and the ONE CONFERENCE BUSINESS “OWNERS” CAN SIMPLY NOT AFFORD TO MISS. At year-end my blog readers can join a lifetime CEO SPACE membership for $ 5500.00 ( full access to five BUSINESS GROWTH CONFERENCES A YEAR ) for FREE for LIFE…versus the normal 7500 1988 price for membership. A spouse is only $ 1000.00 and family or employee teams are $ 3950.00 – all with the lifetime membership – teens are 750 and less for younger children ( AS WE SUBSIDIZE FAMILIES ).

Dec 13th is our LARGEST CEO SPACE gathering in decades at the Wyndham resort in Disney World. Families are attending the weekend before to visit the theme parks in a TAX HOLIDAY – REDUCING YEAR END TAXES in exchange for a LIFETIME ASSET to the venture.

Dec 13th CEO SPACE will deliver – from Fortune 100 company expert mentors – the most dramatic owner skill upgrade, to a NEW PRESIDENT – with NEW POLICIES in the largest SEA CHANGE FOR BUSINESS in 10 years in world markets. A once in decade snooze and you loose for the boss.

Do you believe the largest climate change in business in 2017 is coming?

Do you have a NEW SKILL – NEW INFORMATION – NEW “OPTIONS” you require to Drive your business forward in Jan Feb and March of 2017? Where can you get those skills?

CEO SPACE is the ONE AND THE ONLY leadership education providing the first skills training for executives – leaders – business owners – professionals in practice – small business large business and billionaires – celebrities – athletic super stars – are all coming from 140 nations. They are bringing their children ( we have seven-year-olds on their fourth business at CEO SPACE ).

You get:

  1. Skills that reset vision for 2017 – priceless core upgrades for the boss.
  2. Superior mentorship from our teams and each other in cross-mentoring.
  3. Social capital – customers markets and alliances
  4. Improved planning elevated team performance and missing resources for new opportunities
  5. Momentum and acceleration in the new market opportunity while others are frozen and trapped in outdated policy models without new TOOLS AND TACTICS

What is the value – the value is priceless. Call CEO SPACE 256 850 4700 ext 0 and ask for a professional account manager with 30 years of experience nearest to your location in 140 countries. We will serve you as the great ladies and gentlemen you are. If you have a fire in your belly for SUPER CHANGE as you LEARN – UNLEARN – AND RELEARN you will excel in the 2017 markets. Missing CEO SPACE with a full money back guarantee on your own business bottom line acceleration is risk-free and tax smart. Trade a tax refund into a long term income producing asset. Check our the http://www.ceospace.net web site – see films – and register your party and during a slow period make it a FAST PERIOD. Trust FORBES and others CEO SPACE is # 1 world wide year after year for a reason.

HONEYMOON CLIMATE

Lets all remember its a big world out there of interests. One man gearing up a new team can only do so much even with the first President with his own Congress majority in a long while. Its a big big world.

Today to next year we have a number of upset surprises. First, the USA enemies are in a HONEYMOON period. They are unlikely to challenge President Trump while they get to influence his favor FIRST and see how he lands FOR THEM -each of them. So we have a grace period.

Markets sensing a trillion dollars in Highways, Damns, High-Speed Transit, Bandwidth, and core infrastructure from deep sea ports to rail are factoring in the ripple effect of millions of high paying jobs returning into the American economy as President TRUMP makes AMERICA GREAT AGAIN. This rapidly grows tax base for the nation. We spend a dollar ( unlike Obama with Tarp spending 150 million in LA to create ten jobs ) and we get a billion in return. The market is in HONEY MOON with all the industries effected – industries trashed by Hillary and lifted by TRUMP.

The experts all said Trump would loose.

WE said Trump would win.

The experts all said the markets would crash if Trump won.

We said the markets would go UP if Trump won.

We said SUPER CRASH Is coming latest Spring of 2018.

We still see SUPER CRASH as coming – nothing to do with the USA – we said the USA was the best place to be in the coming EU-Asia driven debt driven super debt bubble next super crash. We stick by it.

But the Super Crash is postponed with TRUMP ECONOMICS.

Should you be in the market during the honey moon?

DO WAY. David Stockman said – the markets are hideously over priced.

You buy low – ( next crash  ) and you sell HIGH.

Do you buy at the all-time peak?

No you then SELL.

Then you wait.

Stockman advisor to six Presidents is in all cash and gold. What does a leading economist know? These folks read my blog.

We have been telling you WHY WHAT HOW WHEN AND you alone take action.

So if you want to trade money you can lose in the crazy markets of the moment – so over priced on multiples to earnings – play but expect to loose.

You never BUY at the all time peak and trade UP from there. NEVER.

You SELL at the all time HIGHs and if your at final base camp at value don’t worry about the Everest final summit before the long fall down. Avoid all that. Be smarter. Sell against the crowd folks – if there is one rule I can teach you as an investment banker economist it is

…follow the data avoid emotion and sell when the crowd is in and buy when the crowd is out….you’ll make so much money with one principle……..

We call these rallies SUCKERS RALLIES. After a time you all learn.

Today we are all riding the TRUMP TRAIN. The market is a TRUMP TRAIN right now because its global shock stun and honeymoon time. Everyone wants to SEE and to HOPE. So we have to wait. During this time year end portfolio’s are being adjusted.

The wild card – CHRISTMAS BUYING. “IF” CONSUMERS are more confident and spend – and this holiday sets an unexpected record from the suprising TRUMP TRAIN why then year end is going to surpise EVERYONE. We have to wait and we have to HOPE. I am.

I’ve brought together the MENTORS for the FORTUNE C SUITE on all this to Dec in Orlando that money ( even yours ) can not afford. The low price to get NEXT YEARS information TODAY – tools the FORTUNE LEADERS are relying on – is available to YOU only and exclusively at CEO SPACE. Better mentors means better lives folks. It really does. Its my best work for you – but you have to show up with your circle.

ITS A BUSINESS ACCELERATION REVIVAL in Orlando just get your own ticket to ride.

For business OWNERS this is the best time in a long time. I’d get the new skills the TOOLS AND THE TACTICS Dec 13th – I’d tell your circle – I’d spread the word – business is coming together for SOCIAL CAPITAL at CEO SPACE in Orlando Dec 13th. I’d reclaim some of your tax money and me”d own a lifetime asset for your business acceleration ranked # 1 in the World for a reason.

You can only make more money faster if you do.

After all….this is YOUR HONEYMOON FOLKS and KNOWLEDGE IS WEALTH.

Berny Dohrmann – Telling the Truth for you

 

PS: Why not come and meet me personally?  Also, the new law classes on CAPITAL for 2017 are MANDATORY For the owner of any small venture of 250 million or less – start up to matures. Come together for priceless SOCIAL CAPITAL.

CORPORATE ENGINEERING – CROWD FUNDING

STOP TAKING ADVICE …FROM IDIOTS !!!

 

So you wish to raise capital. Venture firms know how to value revenue companies and concept is proved companies. Early development round – seed round – first and second round- is not an ideal venture private equity or hedge fund funding match. Return to these sources with proof of concept and income modeling completed.

When you set up your structure, you have to imagine your exit and what you will sell or IPO your firm for in a future time frame. When you KNOW that NUMBER as your goal, and it is realistic, experts in early found valuation ideally investment bankers or investment banking law firms. Taking the low cheap road here can cost you millions and tens of millions later. Often control real control of your company later. Stop taking advice from self proclaimed experts who have no clue how to value your venture in your silo in todays capital markets. Really drill down on their expertise in your silo category. Take input from multiple experts while you shop. Give the least away to raise the most.

Give the least away to raise the most. Go with that one out of five expert advice. Disregard the rest.

Over 45 years of watching entrepreneurs it is my opinion more ventures fail because of horrific STRUCTURES designed by incompetent self proclaimed experts, and business owners give WAY TOO MUCH stock away for WAY TOO FEW DOLLARS and shoot themselves in the feet.

To raise money for any first round do this:

 

  1. Figure your salary and all office and staffing cost as if your fully operational and larger – for two years of time.
  2. Include everything. The cost of everything. Google FREE BUSINESS PLAN PROJECTIONS. Put in your own math for fed ex – health care – car costs – insurance – copy machines – etc and etc and etc. For two years.
  3. Plus product development cost – packaging – on line marketing – branding – advertising and PR for two years.
  4. Plus a cash reserve after two years. Highest possible budget cost for all of it.
  5. Then model your offering to sell 20% of your firm to secure that RAMP UP CAPITAL to go all the way.

 

Raise the budget the business will require not the number you think you can limp along with. Raise enough and the % of everyone winning is higher. Raise insufficient capital and the % everyone will lose their money is highest.

STRUCTURE is the master skill set when raising capital – seek out your experts in this critical area and take longer and work longer on it. The difference of an investment banking law firm’s expertise and a solo law firm practitioner is significant. Know the difference. Its your future.

Shop. In this area get five proposals on structure and fee’s. Then and only then decide.

Ask mentors to propose their best structure to raise your entire budget for two year ramp up resourcing.

Read the CROWD FUNDING articles on this site to learn HOW to DO Crowd Funding – we’ll show you – watch for them they are coming.

Never let money sources structure your offering structure your investment banking. Why? They are weighted to protect their money against your value. Mentors will protect your value against the money protecting your future wealth as ownership is wealth – and your control of your venture over multiple funding rounds. Chose mentors who protect you in any market space.

CEO SPACE is a short cut in cost and in time to get this critical step done. Inside our outside CEO SPACE chose wisely and be super careful in this one area.
Good?
Berny Dohrmann – Helping you into effortless abundance

 

CROWD FUNDING SKILLS TRAINING

THE MASTER SKILL FOR CEO’s WORLD WIDE IN SMALL BUSINESS:

 

CROWD FUNDING – GET TRAINED AND LEAD THE CROWD FUNDING SPACE:

 

CEO SPACE on July 22nd – this Friday at 4.00 PM will teach registered lifetime members a three day intensive Crowd Funding Class. A shorter version will be taught during the CEO SPACE July 26th Tuesday to Sunday Business Growth Conference. The class incorporates all the new May legal compliance regulations, and practice sessions to transfer enormous skill to the CEO seeking funding for their business. Funding sources that advance credit lines of 50,000 to 200,000 at low interest rates and terms business owners love, customized for their business are also available during the Growth Conference week. Approvals and fundings take place in ten days or less. Full funding to CEO SPACE is also available over 24 hour approvals.

THE FOLLOWING IF YOU CAN NOT MAKE THE CEO SPACE CLASS MAY BE HELPFUL AND IF YOU CAN JOIN FOR YOUR OWN ACCELERATED RESULTS – MARK JONES OF SPROWTT CROWD FUNDING PORTAL – HAS AS CEO SPACE ADVOCATE WHO LOBBIES IN WASHINGTON DC FOR TEN YEARS ON SMALL BUSINESS LEGISLATION – DEFINES AS THE MAN WHO HELPED WRITE THE NEW LAW – THE FOLLOWING CLARIFICATIONS AND EDUCATION. MAKE JONES WILL BE TEACHING LIVE AT CEO SPACE NEXT WEEK – WORTH THE FEE BY ITSELF:

 

CROWD FUNDING EDUCATION: JULY 2016 REPRODUCED BY PERMISSION FROM MARK JONES:

 

FIRST CLICK FOR CROWD FUNDING

http://www.sprowtt.com for vidoe animatins and full service to HOST your CROWD FUNDING SUPER SITE for INVESTORS with over compliance in a single Portal our highest recommendation – pending FINRA APPROVALS

 

The idea behind crowdfunding is that the crowd — family, friends and fans of a small or startup company, even if they are not rich or experienced investors — can now invest in that company’s securities. For a traditionally risk-averse area of law, that’s a pretty revolutionary concept!

 

In order to make this leap, Congress wanted to ensure that all potential investors had access to the same information. The solution that Congress came up in the JOBS Act with was that there had to be one centralized place that an investor could access that information — the website of the funding portal or broker-dealer that hosts the crowdfunding offering (going forward we will refer to both of these as “platforms”).

 

This means (with the exception of some very limited exceptions that we’ll describe below) most communications about the offering can ONLY be found on the platform. On the platform, the company can use any form of communication it likes, and can give as much information as it likes (so long as it’s not misleading). Remember that the platforms are required to have a communication channel (basically a chat or Q&A function) — a place where you can (though you must identify yourself) discuss the offering with investors and potential investors. That gives you the ability to control much of your message.

 

So with that background in mind, we wanted to go through what you can and cannot do as far as communications prior to and during the offering. Unfortunately, there are a lot of limitations. Securities law is a very highly regulated area and this is not like doing a Kickstarter campaign. Also, bear in mind this is a changing regulatory environment. We put together this guide based on existing law, the SEC’s interpretations that it put out on May 13, and numerous conversations with the SEC Staff. As the industry develops, the Staff’s positions may evolve.

 

We do understand that the restrictions are in many cases counter-intuitive and don’t reflect the way people communicate these days. The problems derive from the wording of the statute as passed by Congress. The JOBS Act crowdfunding provisions are pretty stringent with respect to publicity; the SEC has “interpreted” those provisions as much as possible to give startups and small businesses more flexibility.

 

What you can say before you launch your offering

 

Before the point at which you file your Form C with the SEC, you can’t make any “offers” of securities, either publicly or privately. Remember that the SEC interprets the term “offer” very broadly. So no meetings with potential investors, or giving out any information on forums which offer “sneak peeks” or “first looks” at your offering. No public announcements about the offering. And especially no discussions at a conference or a demo day about your intentions to do a crowdfunding offering. Any communication made prior to filing the Form C may be construed as an unregistered offer of securities made in violation of Section 5 of the Securities Act — a “Bad Act” that will prevent you from being able to use Regulation CF, Rule 506, or Regulation A in the future.

 

Prior to publicly filing the Form C, you are limited to communications that don’t mention the offering at all (regardless of whether you mention any specific terms of the offering or not), and which don’t “condition the market” for the offering. “Conditioning the market” is any activity that raises public interest in your company, and could include suddenly heightened levels of advertising, although regular product and service information or advertising (see discussion below) is ok. This means no “coming soon” and no hints or winks.

 

Normal advertising of your product or service is permitted as the SEC knows you have a business to run. However, if just before the offering all of sudden you produce five times the amount of advertising that you had previously done, the SEC might wonder whether you were doing this to stir up interest in investing in your company. If you plan to change your marketing around the time of your offering (or if you are launching your company at the same time as your CF offering, which often happens), it would be prudent to discuss this with your counsel so that you can confirm that your advertising is consistent with the SEC’s rules.

 

Genuine conversations with friends or family about what you are planning to do and getting their help and input on your offering and how to structure it, are ok, even if those people invest later. You can’t be pitching to them as investors though.

 

What you can say after you launch

 

After you launch your offering by filing your Form C with the SEC, there are only two types of communication permitted outside the platform:

 

Communications that don’t mention the “terms of the offering”; and

Communications that just contain “tombstone” information.

Communications that don’t mention the terms of the offering

 

We are calling these “non-terms” communications in this memo, although you can also think of them as “soft” communications. “Terms” in this context are the following:

 

The amount of securities offered;

The nature of the securities (i.e., whether they are debt or equity, common or preferred, etc.);

The price of the securities; and

The closing date of the offering period.

There are two types of communication that fall into the non-terms category.

 

First, regular communications and advertising. You can still continue to run your business as normal and there is nothing wrong with creating press releases, advertisements, newsletters and other publicity to help grow your business. If those communications don’t mention any of the terms of the offering, they are permitted. Once you’ve filed your Form C, you don’t need to worry about “conditioning the market.” You can ramp up your advertising and communications program as much as you like so long as they are genuine business advertising (e.g., typical business advertising would not mention financial performance).

 

Second, and more interestingly, offering-related communications that don’t mention the terms of the offering. You can talk about the offering as long as you don’t mention the TERMS of the offering. Yes, we realize that sounds weird but it’s the way the statute (the JOBS Act) was drafted. Rather than restricting the discussion of the “offering,” which is what traditional securities lawyers would have expected, the statute restricts discussion of “terms,” and the SEC defined “terms” to mean only those four things discussed above. This means you can make any kind of communication or advertising in which you say you are doing an offering (although not WHAT you are offering; that would be a “term”) and include all sort of soft information about the company’s mission statement and what it will use the money for and how the CEO’s grandma’s work ethic inspired her drive and ambition.

 

You can link to the platform’s website from such communications. But be careful about linking to any other site that contains the terms of the offering. A link (in the mind of the SEC) is an indirect communication of the terms. So linking to something that contains terms could mean that a non-terms communication becomes a tombstone communication that doesn’t comply with the tombstone rules. This applies to third-party created content as well. If a third-party journalist has written an article about how great your company is and includes terms of the offering, linking to that article is an implicit endorsement of the article and could become a statement of the company that doesn’t comply with the tombstone rules.

 

Whether you are identifying a “term” of the offering can be pretty subtle. While “We are making an offering so that all our fans can be co-owners,” might indirectly include a term because it’s hinting that you are offering equity, it’s probably ok. Try to avoid hints as to what you are offering, and just drive investors to the intermediary’s site to find out more.

Even though non-terms communications can effectively include any information (other than terms) that you like, bear in mind that they are subject, like all communications, to the securities anti fraud rules. So even though you are technically permitted to say that you anticipate launching your “Uber for Ferrets” in November in a non-terms communication, if you don’t have a reasonable basis for saying that, you are in trouble for making a misleading statement.

 

Tombstone communications

 

A tombstone is really what it sounds like — just the facts — and a very limited set of facts at that. Think of these communications as “hard” factual information.

 

The specific rules under Regulation CF allow for “notices” limited to the following:

 

A statement that the issuer is conducting an offering pursuant to Section 4(a)(6) of the Securities Act;

The name of the intermediary through which the offering is being conducted and a link directing the potential investor to the intermediary’s platform;

The terms of the offering (the amount of securities offered, the nature of the securities, the price of the securities and the closing date of the offering period); and

Factual information about the legal identity and business location of the issuer, limited to the name of the issuer of the security, the address, phone number and website of the issuer, the e-mail address of a representative of the issuer and a brief description of the business of the issuer.

These are the outer limits of what you can say. You don’t have to include all or any of the terms: “Company X has an equity crowdfunding campaign on Super Portal — Go to www.SuperPortal.com/CompanyX to find out more.” The platform’s address is compulsory.

 

“Brief description of the business of the issuer” does mean brief. The rule that applies when companies are doing Initial Public Offerings (IPOs) (which is the only guidance we have in this area) lets those companies describe their general business, principal products or services, and the industry segment (e.g., for manufacturing companies, the general type of manufacturing, the principal products or classes of products and the segments in which the company conducts business). The brief description does not allow for inclusion of details about how the product works or the overall addressable market for it, and certainly not any customer endorsements.

 

“Limited time and availability”-type statements may be acceptable as part of the “terms of the offering.” For example, the company might state that the offering is “only” open until the termination date, or explain that the amount of securities available is limited to the oversubscription amount.

 

A few “context” or filler words might be acceptable in a tombstone notice, depending on that context. For example, the company might state that it is “pleased” to be making an offering under the newly-adopted Regulation Crowdfunding, or even refer to the fact that this is a “historic” event. Such additional wording will generally be a matter of judgement. “Check out our offering on [link]” or “Check out progress of our offering on [link]” are OK. “Our offering is making great progress on [link]” is not. Words that imply growth, success or progress (whether referring to the company or the offering) are always problematic. If you want to use a lot of additional context information, that information can be put in a “non-terms” communication that goes out at the same time and through the same means as a tombstone communication.

 

The only links that can be included on a tombstone communication are links to the platform. No links to reviews of the offering on Stratifund, Crowdability or Early Investing. No links to any press stories on Crowdfund Insider or CrowdFundBeat. No links to the company’s website. The implicit endorsement principle applies here just as with non-terms communications, meaning that anything you link to becomes a communication by the company.

 

An important point with respect to tombstone notices is that while content is severely limited, medium is not. Thus, notices containing tombstone information can be posted on social media, published in newspapers, broadcast on TV, slotted into Google Ads, etc. Craft breweries might wish to publish notices on their beer coasters, and donut shops might wish to have specially printed napkins.

 

What constitutes a “notice”

 

It is important to note that (until we hear otherwise from the SEC) the “notice” is supposed to be a standalone communication. It can’t be attached to or embedded in other communications. That means you cannot include it on your website (as all the information on your website will probably be deemed to be part of the “notice” and it will likely fail the tombstone rule) and you cannot include it in announcements about new products — again, it will fail the tombstone rule.

 

We have listed some examples of permissible communications in Exhibit A.

 

Websites

It’s a bad idea to include ANY information about the terms of the offering on your website. However, some issuers have found a clever solution: you can create a landing page that sits in front of your regular website. The landing page can include the tombstone information and two options: either investors can continue to your company’s regular webpage OR they can go to the platform to find out more about the offering on the platform. We have attached sample text for landing pages on Exhibit A.

 

“Invest now” buttons

 

Under the SEC’s current interpretations as we understand them, having an “invest now” button on your website with a link to the platform hosting your offering is fine although you should not mention any terms of the offering on your website unless your ENTIRE website complies with the tombstone rule. Most of them don’t.

 

Social Media

 

As we mention above, the medium of communication is not limited at all, even for tombstone communications. Companies can use social media to draw attention to their offerings as soon as they have filed their Form C with the SEC. Social media are subject to the same restrictions as any other communications: either don’t mention the offering terms at all or limit content to the tombstone information.

 

Emails

 

“Blast” emails that go out to everyone on your mailing list are subject to the same rules as social media: either don’t mention the offering terms at all or limit content to the tombstone information. Personalized emails to people you know will probably not be deemed to be advertising the terms of the offering, so you can send them, but be careful you don’t give your friends any more information than is on the platform — remember the rule about giving everyone access to the same information.

 

Images

 

Images are permitted in tombstone communications. However, these images also have to fit within the “tombstone” parameters. So brevity is required. Publishing a few pictures that show what the company does and how it does it is fine. An online coffee table book with hundreds of moodily-lit photos, not so much. Also, a picture tells a thousand words and those words better not be misleading. So use images only of real products actually currently produced by the company (or in planning, so long as you clearly indicate that), actual employees hard at work, genuine work space, etc. No cash registers, or images of dollar bills or graphics showing (or implying) increase in revenues or stock price. And don’t use images you don’t have the right to use! (Also, we never thought we’d need to say this, but don’t use the SEC’s logo anywhere on your notice, or anywhere else.)

 

While the “brevity” requirement doesn’t apply to non-terms communications, the rules about images not being misleading do.

 

Videos

 

Videos are permitted. You could have the CEO saying the tombstone information, together with video images of the company’s operations, but as with images in general, the video must comport with the tombstone rules. So “Gone with the Wind” length opuses will not work under the tombstone rule, although they are fine with non-terms communications.

 

Updates and communications to alert investors that important information is available on the platform

 

Updates can and should be found on the platform. You can use communications that don’t mention the terms of the offering, to drive readers to the platform’s site to learn about updates and things like webinars hosted on the platform. They may include links to the platform. Updates that include information as to the progress of the offering are permitted as “non-terms” communications, but please be careful about wording. “We have raised 25% of our target on SuperPortal” is ok, while “We have raised 25% of our $1 million target” is not.

 

Press releases

 

Yes, they are permitted, but they can’t contain very much. Press releases are also laden with potential pitfalls, as we discuss below. Press releases that mention the offering terms are limited to the same “tombstone” content restrictions that apply to all notices. Companies may say that they are pleased (or even thrilled) to announce that they are making a crowdfunding offering but the usual quotes from company officers can’t be included (unless those quotes are along the lines of “ I am thrilled that Company will be making a crowdfunding offering,” or “Company is a software-as-a-service provider with offices in six states”). The “about the company” section in press releases is subject to the same restrictions and if the press release is put together by a PR outfit, watch out for any non-permitted language in the “about the PR outfit” section of the press release (nothing like “Publicity Hound Agency is happy to help companies seeking crowdfunding from everyday investors who now have the opportunity to invest in the next Facebook”).

You could also issue non-terms press releases that state you are doing an offering (and you can identify or link to the platform) but doesn’t include terms and still include all the soft info, including quotes, mission statements and deep backgrounds. It’s likely, though, that journalists would call asking “So what are you offering, then?” and if you answer, you are going to make your non-terms communication into communication that fails the tombstone rule.

 

Press interviews and articles

 

Interviews with the media can be thorny because participation with a journalist makes the resulting article a communication of the company. In fact, the SEC Staff have stated that they don’t see how interviews can easily be conducted, because even if the company personnel stick to the tombstone information (which would make for a pretty weird interview), the journalist could add non-tombstone information later, which would result in the article being a notice that didn’t comply with the tombstone rule.

 

The same thing could happen with interviews where the company tries to keep the interview on a non-terms basis. The company personnel could refrain from mentioning any terms (again, it’s going to be pretty odd saying, “Yes, we are making an offering of securities but I can’t say what we are offering”), but the first thing the journalist is going to do is get the detailed terms from the company’s campaign page on the platform’s site, and again the result is that the article becomes a non-complying notice.

 

These rules apply to all articles that the company “participates in.” This means that if you (or your publicists) tell the press, “Hey, take a look at the Company X crowdfunding campaign” any resulting article is probably going to result in a violation of the rules. By you.

 

Links to press articles are subject to all the same rules discussed in this memo. If you link to an article, you are adopting and incorporating all the information in that article. If the article mentions the terms of the offering then you can’t link to it from a non-terms communication (such as your website) and if it includes soft non-terms information, then you can’t link to it from a tombstone communication. And if it includes misleading statements, you are now making those statements.

 

Remember that prior to the launch of the offering you should not be talking about your campaign with the press (or publicly with anyone else). If you are asked about whether you are doing a campaign prior to launch you should respond with either a “no comment” or “you know companies aren’t allowed to discuss these matters.” No winking (either real or emoji-style.)

 

Press articles that the company did not participate in

 

In general, if you (or your publicists) didn’t participate in or suggest to a journalist that he or she write an article, it’s not your problem. You aren’t required to monitor the media or correct mistakes. However, if you were to circulate an article (or place it or a link to it on your website), then that would be subject to the rules we discuss in this memo. You can’t do indirectly what you can’t do directly.

 

Also, if you add (or link to) press coverage to your campaign page on the platform’s site, you are now adopting that content, so it had better not be misleading.

 

Demo days

 

Demo days and industry conferences are subject to many of the same constraints that apply to press interviews. In theory, you could limit your remarks to a statement that you are raising funds through crowdfunding, but in reality people are going to ask what you are selling. You could say “I can’t talk about that; go to SuperPortal.com,” but that would lead to more follow-up questions. And following the tombstone rules means you can’t say too much about your product, which rather undermines the whole purpose of a demo day.

 

“Ask Me Anythings”

 

The only place you can do an “Ask Me Anything” (AMA) that references the terms of the offering is on the platform where your offering is hosted. You can’t do AMAs on Reddit. Unless you limit the AMA to non-terms communications or tombstone information. In which case, people aren’t going to be able to ask you “anything.”

 

Product and service advertising

 

As we mentioned above, once you’ve filed your Form C, ordinary advertising or other communications (such as putting out an informational newsletter) can continue and can even be ramped up. Most advertising by its nature would constitute non-terms communication, so it couldn’t include references to the terms of the offering. So don’t include information about your offering in your supermarket mailer coupons.

 

What about side by side communications?

 

You are doubtless wondering whether you could do a non-terms Tweet and follow it immediately with a tombstone Tweet. It appears, at least for the moment, that this works. There is the possibility that if you tried to put a non-terms advertisement right next to a tombstone advertisement in print media or online, the SEC might view them collectively as one single (non-complying) “notice”. It is unclear how much time or space would need to separate communications to avoid this problem, or even whether it is a problem.

 

“Can I still talk to my friends?”

 

Yes, you can still talk to your friends face to face at the pub (we are talking real friends, not Facebook friends, here) and even tell them that you are doing a crowdfunding offering, even before you file with the SEC. You aren’t limited to the tombstone information (man, would that be a weird conversation). After you’ve launched the offering, you can ask your friends to help spread the word (that’s the point of social media) but please do not pay them, even in beer or donuts, because that would make them paid “stock touts.” Don’t ask them to make favorable comments on the platform’s chat board either, unless they say on the chat board that they are doing so because you asked them to. If they are journalists, don’t ask them to write a favorable piece about your offering.

 

“What if people email me personally with questions?”

 

Best practice would be to respond “That’s a great question, Freddie. I’ve answered it here on the SuperPortal chat site [link]”. Remember the Congressional intent of having all investors have access to the same information.

 

Links

 

As we’ve seen from the discussion above, you can’t link from a communication that does comply with the rule you are trying to comply with to something that doesn’t. So for example, you can’t link from a Tweet that doesn’t mention the offering terms to something that does and you can’t link from a tombstone communication to anything other than the platform’s website.

 

Emoji

 

Emoji are subject to antifraud provisions in exactly the same way as text or images are. The current limited range of emoji and their inability to do nuance means that the chance of emoji being misleading is heightened. Seriously people, you need to use your words.

 

After the offering

 

These limitations only last until the offering is closed. Once that happens you are free to speak freely again, so long as you don’t make any misleading statements.

 

And what about platforms?

 

The rules for publicity by platforms are different, and also depend on whether the platform is a broker or a portal. We’ll be doing a separate memo for them.

 

CrowdCheck is not a law firm, the foregoing is not legal advice, and even more than usual, it is subject to change as regulatory positions evolve. Please contact your lawyer with respect to any of the matters discussed here.

©CrowdCheck, Inc. 2016

 

Exhibit A

Sample Tombstones:

? Company X, Inc.

[Company Logo]

Company X is a large widget company based in Anywhere, U.S.A. and incorporated on July 4, 1776. We make widgets and they come in red, white, and blue. Our widgets are designed to spread patriotic cheer.

 

We are selling common shares in our company at $17.76 a share. The minimum amount is $13,000 and the maximum amount is $50,000. The offering will remain open until July 4, 2017.

 

This offering is being made pursuant to Section 4(a)(6) of the Securities Act.

 

For additional information please visit: YOUR CUSTOM SUPER SITE

https://www.SuperPortal.com/companyx

 

Freddy’s Ferret Food Company is making a Regulation CF Offering of Preferred Shares on FundCrowdFund.com. Freddy’s Ferret Food Company was incorporated in Delaware in 2006 and has its principal office in Los Angeles, California. Freddy’s Ferret Food Company makes ferret food out of its four manufacturing plants located in Trenton, New Jersey. Freddy’s Ferret Food is offering up to 500,000 shares of Preferred Stock at $2 a share and the offering will remain open until February 2, 2016. For more information on the offering please go to www.fundcrowdfund.com/freddysferretfoodcompany.

Sample “non-terms” communications

 

We are doing a crowdfunding offering! We are going to use the proceeds of our offering to Make America Great Again by selling a million extra large red hats and extra small red gloves with logos on them, and to bring jobs back to Big Bug Creek, Arizona. The more stuff we make, the greater our profits will be. We think we are poised for significant growth. Already we’ve received orders from 100,000 people in Cleveland. Invest in us TODAY, while you still can and Make Capitalism Great Again! [LINK TO PLATFORM].

 

Feel the “Burn”! We are making a crowdfunding offering on SuperPortal.com to raise funds to expand our hot sauce factory. Be a part of history. Small investors have been screwed for years. This is your chance to Stick it to the Man and buy securities in a business that has grown consistently for the last five years.

Sample Communications on Social Media:

 

Note all these communications will have a link to the platform.

Company Y has launched its Crowdfunding campaign, click here to find out more.

Interested in investing in Company Y? Click here.

 

Sample Landing Pages:

Come hither, come all.

Thanks to Regulation CF, now everyone can own a stake in our widget maker.

[Button] Invest in our Company

[Button] Continue to our Website

SUMMARY

 

The basic plan is to develop a growing CROWD or social capital from family and those who know you to advance notice of the OPPORTUNITY. To GPS all leads and interested parties to YOUR WEB SITE PORTAL your INVESTOR SUPER SITE where the investor can in LEGAL OVER COMPLIANCE qualify the offer then obtain FULL LEGAL access to all the information, where you can legally then and only then follow up answer all questions – we suggest you tape all investor calls in this regard and load those tapes into the investor portal site on line for ultimate legal protection of both parties. This entire process as a skill set is taught by CEO SPACE INTERNATIONAL the only Sprowtt Certified classes where we join faculty ourselves due to the quality of legal over compliance. You can access the portal http://www.sprowtt.com for more information or http://www.ceospaceinternational.com for more information. Good luck and good investing.

CEO SPACE JULY 26 AND “YOU”

MAKING MORE MONEY MUCH FASTER……

 

If you are  a dreamer?

If you own your own business?

If you wish to start up and go into your own business?

If your community includes business owners you love and care about or professionals in practice and you share CEO SPACE with them.

If you want skills you don’t have today to improve your life forever.

If you want a circle that would take 30 years to develop in a week.

If you want mentors you could never acquire but now you’ll have them.

If you want the BEST “OF” THE BEST in the world ranked # 1 by Forbes year after year….# 1.

If you know that it takes money to make MORE money.

If you understand the priority of investing in YOURSELF before you invest in anything on any level FIRST as your NEXT PRIORITY.

If you know the future is more secure as a fully EMPOWERED ENTREPRENEUR than any future possible.

If you want to SPEED UP YOUR RESULTS and you JUST DO NOT WISH TO WAIT?

If you want the largest pay increase of your adult life?

If you want to KNOW your results are guaranteed no risk or your lifetime membership ASSET is returned to you before you leave the hosting Westin Lake Las Vegas Resort Hotel. ZERO RISK TO YOU.

If you want to reclaim tax dollars and use those tax dollars to own a lifetime access pass to FIVE BUSINESS GROWTH CONFERENCES each year – where every sixty days you secure new customers – new markets – new buyers – new systems and options and opportunities – new affiliates new alliances and you always grow faster – one BUSINESS GROWTH CONFERENCE IN THE WORLD.

If you want the BEST and you want to experience the quality difference of the one that is RANKED # 1 IN THE ENTIRE WORLD for a reason.

If you just DO NOT WISH TO WAIT.

Than you need to click the film below: to get facts and details:

https://www.youtube.com/watch?v=PZ6ysK8HU7I

 

If you click : http://ceospaceinternational.com you reach our main web site with hundreds of video’s on every business or professional imaginable. If your attorney see an attorney video. If your in health care see a health care video. If your in services see a service video. If your in products see a product video in your sector. Or franchise. Or aerospace. Or inventive technology. Or nano. Or agriculture. Or any industry or field in 140 nations. We lead the world for a reason. Just click.

As you LEARN that it costs MONEY to MISS CEO SPACE you will register to become a member ( 100% no interest financing available instantly with good credit and fund busting for those who are stuck ). Then you will Earn. Then you will use your lifetime membership to RETURN. LEARN EARN AND RETURN. And your pay raise will not have to wait.

Check out a better way.

A faster way.

Your life is too rich and too opportunity-rich to squander.

Mediocrity is not an option with CEO SPACE.

Excellence and living outstanding lives in full abundance versus struggle is what CEO SPACE “delivers”.

For those who want richer more rewarding futures and are unwilling to let time pass opportunity buy – they are registering into CEO SPACE and they are joining for all the right reasons this blog stands for.

In a worst case market space – CEO SPACE is SAFE HARBOR for your future and protects your lifestyle in any unfolding events keeping you protected and ahead of the financial storm clouds.

If we just boom – CEO SPACE is a tsunami of new customers – new markets – new business. You invest a tax dollar to own a lifetime ASSET. Your membership creates a large return on money as your venture accelerates.

We guaratnee results and performance on our end. You have no risk. If you use 100% financing or fund busting you put up zero cost – you reclaim thousands and thousands on your taxes – and your return on time and zero invested in – is INFINIT – the highest return possible.

Another reason Forbes RANKS us # 1 in the World in 2016.

Don’t you want to lower your cost lower your time line to reach goals you have for your LIFE….anyway?

The quality the amount the continued on going HELP you receive from CEO SPACE:

Quality of Help

Amount of HELP

Continuation of HELP

Is unmatched when you pay 100 times what the 1988 price cost to own a lifetime membership ASSET into the # 1 business accelerator in the world. Accelerate your income without delay because

THERE ARE “NO” ACCIDENTS

Everything crosses your consciousness at the precise time it is required.

Reading this is a divine appointment. For you.

Share this blog as a blessing with those you know anywhere in the world who:

Own a business today

Wish to start a business now and next

Are professionals in practice

Who want to accelerate their income REALLY

NO longer will tolerate DELAY and WAITING

You will seriously bless those you share this inspired message with.

We exist to HELP YOU.

We intend to help YOU.

We WISH to HELP YOU.

But YOU must make the DECISION.

All personal growth and all income growth flows from DECISIONS YOU MAKE.

CEO SPACE membership for life is a better decision. A repurposed tax dollar. Invest in YOURSELF July 26th.

When you register with us:

  1. Call us 256 850 4700 ext O – unchanged since 1988 and ask for the nearest CLUB PRESIDENT to your location.
  2. Our Chapter President will click through your enrollment – your hotel resevation – and the PRE CLASS PREP SITE to prepare you.
  3. Its all fun from that first phone call. Our number is also on our web site for your ease.
  4. You can enroll anytime yourself on line by the click.
  5. You will save $ 2000 off the normal membership price becasue your attending IN JULY which is our BIG ONE. You get 40% more and you pay almost 40% less. You get it both ways.

All ways.

And you do not have to wait.

If you had the largest pay raise of your adult life time guaranteed to you over four days July 26th least Tuesday of the month – with more growth in your skill levels guaranteed as well – you will not be the same person – and you knew this was “IT” – nothing would stop you – you – nothing. You would not move forward struggling when you could move to surplus living and such better asscociations and support – you just would not spend one more day in MEDICOCRITY inside your own LIFE SPACE.

I encourage you to lock and block your calander for the most important life event your future could possibly acquire. Depend on the proof on line and the third party rankings and endorsments. And of course the 30 years of history serving 140 nations.

The answer is simple – IT IS YOUR TURN NOW !

It is for SURE and YES NOW ….YOUR TURN.

Opportunity is KNOCKING on YOUR DOOR.

Answer the Doorbell.

Open the DOOR and let opportunity IN.

ACT.

And you WIN.

July 26th is a lighthouse of promise for your future.

Berny Dohrmann – cranking up the wattage just for you

 

PS: If your a grad reading this item you can come back FREE on your own meals for this mid year REUNION BIG ONE – or elect from three price plans – staff – main forum – or full ten day bonus plan inclusive all below cost. Your choice for REUNION and if you know grads share this as we may have lost their email and they don’t know its free to return to the FULL FORUM not just the weekend – big gift for the grad membership.