Capital Raising Counsel
Crowdfunding Reg CF and Reg A Attorney in Taylor, Texas
Your Guide to Regulation Crowdfunding and Reg A Offerings
Raising capital through Regulation CF or Regulation A can open doors for startups and growing businesses in Taylor and across Williamson County. These exemptions allow companies to offer securities to a broader pool of investors while meeting federal disclosure rules. Knowing which path fits your goals is the first step toward a successful raise.
Wallace Law PLLC helps founders, issuers, and platforms structure compliant offerings under both Reg CF and Reg A. From drafting Form C and Form 1-A filings to investor communications, our team guides clients through each phase. We serve entrepreneurs in Taylor who want a careful, well-documented approach to raising capital from the public.
Why Reg CF and Reg A Compliance Matters
A properly structured crowdfunding offering protects both the issuer and its investors. Securities laws impose strict disclosure, advertising, and reporting rules that, if missed, can lead to rescission rights, SEC enforcement, or personal liability for founders. With careful planning, your raise can build credibility, attract capital from a wide audience, and lay groundwork for future funding rounds in Taylor and beyond.
Experienced Securities Counsel for Taylor Businesses
Understanding Regulation CF and Regulation A
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Key Crowdfunding Terms Explained
Form C
The disclosure document filed with the SEC for a Reg CF offering, covering financials, risks, and use of proceeds.
Funding Portal
An SEC-registered, FINRA-member online platform that hosts Reg CF offerings and handles investor onboarding.
Form 1-A
The offering statement filed under Regulation A, including the offering circular reviewed and qualified by the SEC.
Accredited Investor
An individual or entity meeting SEC income, net worth, or professional standards that permit higher investment limits.
PRO TIPS
Plan Your Disclosures Early
Start gathering financials, cap table data, and risk factors well before filing. Early preparation reduces last-minute delays with auditors and portals. It also gives your attorney time to refine disclosure language so investors get a clear, accurate picture.
Mind Your Marketing
Reg CF and Reg A both restrict how and where you can promote an offering. All public statements should align with filed disclosures and contain required legends. Working with counsel on social posts and pitch decks helps avoid gun-jumping and inconsistent messaging.
Prepare for Ongoing Reporting
After closing, issuers must file annual reports and, for Tier 2 Reg A, semiannual and current reports. Build internal systems and budget for accounting support up front. Staying current with filings protects your exemption and your reputation with future investors.
Comparing Reg CF and Reg A Strategies
When Full-Service Securities Counsel Is Needed:
Larger Raises Above $5 Million
Reg A Tier 2 offerings demand audited financials and a qualified offering circular. The SEC review process can take months and often involves comment letters. Full-service counsel coordinates auditors, drafters, and underwriters to keep the timeline on track.
Complex Capital Structures
Convertible notes, SAFEs, preferred shares, and tokenized securities each raise unique disclosure issues. A focused legal team can map how new offerings interact with existing investors. This reduces the risk of disputes and protects the integrity of your cap table.
When a Limited Scope Engagement Works:
Smaller Reg CF Pilot Raises
Early-stage companies running a modest Reg CF raise may only need help with Form C and portal agreements. A limited engagement keeps legal costs manageable while still covering core compliance. Founders can then expand scope if the raise grows.
Document Review Only
If you already have drafts prepared, a focused review of disclosures and subscription documents may be enough. Counsel can flag gaps without rebuilding the entire package. This works well for repeat issuers with strong internal teams.
Common Reasons Clients Use Crowdfunding
Why Choose Wallace Law PLLC for Your Offering
Wallace Law PLLC brings focused securities knowledge to every Reg CF and Reg A engagement. Steven E. Wallace, Esq. has guided issuers through filings, portal negotiations, and SEC comment letters. We take time to understand your business goals before recommending a structure, so the legal plan supports the broader vision.
Based in Dallas and serving residents of Taylor, our firm offers responsive communication, flat-fee options for many filings, and a hands-on approach. Whether you need full-scope representation or targeted document review, we tailor the engagement to fit. Clients appreciate our practical advice, clear timelines, and steady support from kickoff through closing and beyond.
Call 888-430-4353 to Discuss Your Raise
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FAQS
What is the difference between Reg CF and Reg A?
Reg CF allows raises up to $5 million per year through a registered funding portal, with simpler disclosures suited to smaller offerings. Reg A, often called a mini-IPO, permits raises up to $75 million under Tier 2 but requires SEC qualification of an offering circular and audited financials. The right choice depends on your funding goal, timeline, and investor base. Our team reviews your plans and recommends the framework that best fits your business.
How much can I raise under Regulation Crowdfunding?
Under current rules, issuers can raise up to $5 million in a 12-month period through Regulation Crowdfunding. Non-accredited investors face individual investment caps based on income and net worth. If your capital needs exceed that limit, Reg A or a private Regulation D offering may be better suited. We help you evaluate which exemption fits your stage and growth plan.
Do I need audited financial statements?
Reg CF offerings above $1.235 million generally require financial statements reviewed by an independent public accountant or audited if it is not your first Reg CF raise. Smaller raises may accept reviewed or CEO-certified financials. Reg A Tier 2 always requires audited financial statements. We coordinate with your accounting team to make sure the right level of assurance is in place before filing.
Can I advertise my crowdfunding offering?
Yes, but advertising rules differ between Reg CF and Reg A. Reg CF limits what you can say outside the funding portal, generally restricting communications to factual tombstone-style notices that direct investors to the portal. Reg A allows broader testing-the-waters and general solicitation, subject to legends and consistency with the filed offering circular. We help draft compliant marketing materials and review social media before launch.
Who can invest in a Reg CF offering?
Both accredited and non-accredited investors can participate in a Reg CF offering. Non-accredited investors are subject to annual investment limits tied to their income or net worth. This broad eligibility is one of the reasons Reg CF appeals to community-driven brands. We help issuers design subscription processes that confirm investor eligibility and document compliance.
How long does a Reg A offering take to launch?
A typical Reg A offering takes three to six months from engagement to qualification, depending on the complexity of your business and SEC review. Audit preparation often drives the early timeline. Once qualified, the offering can remain open for an extended period, with ongoing supplements as needed. We map out milestones so you know what to expect at each phase.
What ongoing reports must issuers file after closing?
Reg CF issuers must file annual Form C-AR reports with updated financials and business information until they meet specific termination criteria. Tier 2 Reg A issuers file annual Form 1-K, semiannual Form 1-SA, and current Form 1-U reports. Missing these filings can jeopardize future capital raises and create regulatory issues. Wallace Law PLLC helps clients build calendars and templates so ongoing reporting stays on schedule.
Can I run a Reg CF and Reg A offering at the same time?
Running concurrent offerings is possible but requires careful integration analysis to avoid combining the raises in ways that exceed exemption limits. Disclosures and marketing must be coordinated across both offerings. We review your overall capital strategy and structure timing, communications, and documents so each offering stands on its own. This approach helps maximize total capital raised without compromising compliance.
What happens if I miss a disclosure requirement?
Missing or inaccurate disclosures can give investors rescission rights, meaning they can demand their money back with interest. Serious violations may also trigger SEC enforcement or state action. Proactive review and corrective filings can often address issues before they escalate. Our team helps clients evaluate problems, file supplements when appropriate, and respond to regulator inquiries.
How does Wallace Law PLLC charge for crowdfunding work?
We offer flat fees for many standard deliverables, such as Form C packages, subscription documents, and portal agreements. Complex Reg A engagements are typically handled on a blended fee arrangement with clear milestones. During the initial consultation, we discuss scope, timeline, and fees so there are no surprises. Call 888-430-4353 to schedule a conversation about your offering.