US crowdfunding intrastate regulation summary

US Intrastate Equity Crowdfunding –
A Summary of New Regulatory Frameworks
June 2015

1
Table of Contents
I. Introduction
II. Regulations in Different States
a. Alabama
b. Arizona
c. Colorado
d. Georgia
e. Idaho
f. Illinois
g. Indiana
h. Kansas
i. Kentucky
j. Maine
k. Massachusetts
l. Michigan
m. New Mexico
n. North Carolina
o. Oregon
p. Texas
q. Virginia
r. Washington
s. Wisconsin

2
I. INTRODUCTION
The JOBS Act, signed by President Obama in 2012 aims at more efficient capital
formation and job creation in the marketplace. Title III is a component in the JOBS Act
regarding non-accredited crowdfunding. It will allow for non-accredited individuals to
invest in private companies online.
The SEC (Securities and Exchange Commission) has approved Title IV Regulation
A+ from the JOBS ACT, but Title III Equity Crowdfunding rules are still being reviewed
since 2013. As a result, the interest for independent states to act within their powers
and adopt own intrastate regulations has been increasing dramatically during the last
years.
In the United States, intrastate crowdfunding has become a widely popular
phenomenon. Intrastate equity crowdfunding is a good finance source for small
businesses that have strong ties with a specific area, such as coffee shops or
restaurants. Around 13 states in the United States have implemented crowdfunding
and 14 are in the starting phase or considering it.
Following, we describe the implemented intrastate regulations for 18 states. The first
state introduced the regulations in 2011 and since then many states have joined the
movement.

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II. REGULATIONS IN DIFFERENT STATES
ALABAMA
Population: 4,849,377
GDP: 199,727 (ranked 26 in the United States).
2015 GSP $ millions
Capital: Montgomery
In January 2015, Alabama introduced Intrastate Regulations to widen financing
possibilities for smaller businesses and investors.
Date in effect: 1/23/2015 Key Highlights of the Intrastate Regulation
Investors
● $5,000 cap per issuer by an investor,
per 12-month period, unless the
investor is an accredited investor.
Issuers
● Available to companies organized
and doing business in the state.
● Excludes investment companies,
SEC reporting companies, or blank
check companies.
Platforms
● Silent regarding use of Internet
Offering Portal.
● Silent regarding registration
requirements of Offering Portal as
broker-dealer.

4
ARIZONA
GDP: 288,924 (ranked 21 in the United States)
2015 GSP $ millions
Capital: Phoenix
The state of Arizona has recently been introduced to crowd investing, and signed a bill in
the beginning of April 2015. The document is currently being reviewed and has not been
put into effect yet.
Investors
● Any adult resident of the Arizona State is
allowed to invest up to $10,000 per
offering unless they are an accredited
investor, in which case the rules do not
pose any limit.
Issuers
● Allows companies seek equity capital
through online intermediaries up to a
maximum of $2.5 million if the firm has
undergone a financial audit in the last
fiscal year, otherwise the cap drops to $1
million.
● The offer can last a maximum of 1 year
and a minimum of 21 days.
● Furthermore issuers have the obligation
to inform investors of the risks of the
investment and of the illiquidity of the
shares.
● The sum of all cash and other
consideration to be received for all sales
of securities does not exceed $1 million in
a 12-month period, if the issuer has not
undergone a financial audit of the prior
fiscal year.

6
COLORADO
2015 GSP $ millions
Capital: Denver
Colorado allows intrastate Crowd investing, which is seen as a method to facilitate capital
collection for private companies. The last state releasing a draft proposal for a local
Crowdfunding Act is Colorado.
Investors
● The maximum investment for non-
accredited investors is $5,000 per
project. This cap is not valid for
professional investors, for whom
there is no stated limit.
● Investors must be residents of
Colorado or entities formed pursuant
Colorado laws.
Issuers
● Issuers can raise a maximum of $1
million, unless they submit audited
financial statements to the securities
commissioner, in which case the cap
is $2 million
• Issuers must inform investors that the
he securities are subject to limitations
on resale, and the investor must
acknowledge the risks associated
with the purchase
• A quarterly report must be sent to
investors, informing them about
business operations and financial
conditions of the company.

7
Platforms
● Intermediary platforms are forbidden
to offer investment advice or handle
investor funds or securities.
● Their compensation must be in the
form of either a fixed amount for each
offering or a variable amount based
on the length of time that the
securities are offered by the online
intermediary, or a combination of the
fixed and variable amounts
● Records of securities transactions
shall be kept and presented in case
of inspection by the division of
securities.

8
GEORGIA
2015 GSP $ millions
Capital: Atlanta
As early as 2011, Georgia has implemented intrastate crowdfunding, making the state on
of the first in the US.
Investors
● $10,000 cap per issuer by an
investor, per 12-month period, unless
the investor is an accredited investor.
Issuers
● Available to non-reporting issuers
involved in all for- profit business
sectors other than issuers who are
an investment company.
● Entity must be formed under the laws
of the state of Georgia and registered
with the Corporations Division of the
Georgia Secretary of State.
Platforms
● Internet portals may act as
intermediates to facilitate an IGE
offering and can fall under the term
"individual" in paragraph (1) of the
IGE so long as they are duly
organized under the laws of Georgia
and DO NOT:
(i) offer investment advice or
recommendations;
(ii) solicit purchases, sales, or offers
to purchase the securities exempted

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by the IGE;
(iii) compensate employees, agents,
or other persons for the solicitation of
purchases, sales, or offers to
purchase the securities exempted by
the IGE; or
(iv) take custody of investor funds or
securities.

10
IDAHO
2015 GSP $ millions
Capital: Boise
Idaho introduced intrastate crowdfunding in February 2012. Below are the restrictions for
investors, issuers and for the platforms providing the service.
Investors
per 12-month period. The maximum
allowable investment by any single
investor, whether accredited or
unaccredited, must not exceed ten
percent of the investor’s liquid net
worth.
Issuers
● Available to Idaho-organized
businesses registered with Idaho
Secretary of State.
● Excludes investment companies and
SEC reporting companies.
Platforms ● N/A

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ILLINOIS
Population 6,596,855
2015 GSP $ millions
Capital: Indianapolis
In May 2015, Illinois passed a legislation allowing companies to invest in smaller
companies through equity crowdfuning platforms. The new legislation will encourage
diversification and help Illinois become a more small business friendly state.
Investors
 Non-accredited investors, with a net
worth of less than $1 million and who
make less than $200,000 per year
can invest in startups.
 The investments are capped at
$5,000 per year.
Issuers
 Companies with audited financial
statements can raise up to $4 million
per year, and those without can raise
up to $1 million per year.
Platforms
 The platform must establish
commercially reasonable measures
for limiting access to information
about Illinois residents.

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INDIANA
Population 6,596,855
2015 GSP $ millions
Capital: Indianapolis
On March 18th 2014 the “Invest Indiana Crowdfunding Exemption” entered into effect. The
bill, which was approved by the State in July 2014 as an emergency rule, aims at
facilitating online investing in Indiana, at the same time providing an additional source of
finance for local SMEs.
Investors
● Any adult resident can invest up to
$5,000 per offering and they have
the right to cancel their investment
until 48 hours prior to the deadline
Issuers
● The companies selling securities to
Indiana residents through online
portals can raise up to $2 million.
These businesses shall be registered
with the State and their offering has
to be open for investments at least
twenty-one days. They also need to
comply with disclosure requirements,
providing information and materials
to the investors, such as the
purpose(s) for which it they intend to
use the proceedings.
● Excludes investment companies,
SEC reporting companies, or blank
check companies.
Platforms
● Online investment portals shall
register with Indiana Securities

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Division paying a registration fee of
$100. The regulation also requires
that the platforms keep a surety bond
of minimum $50,000. The bond shall
be in favor of the state and shall
secure payment of costs, fines and
damages to any person determined
by the commissioner to be aggrieved
by an Internet web site operator's
violation.
● The portal operator shall be a US
resident or alternatively a non-
resident, which is approved as portal
member by the Financial Industry
Regulatory Authority (FINRA). All
these specifications are also valid for
registered broker-dealers or
investment advisors, with the
exception of $100 registration fee,
which is waived in this case.
● Offering is made exclusively through
Internet Offering Portal(s).
● Offering Portal not required
registering as a broker- dealer if
certain conditions are met.

14
KANSAS
GDP: 149,153 (ranked 31 in the United
States) 2015 GSP $ millions
Capital: Topeka
Like Georgia, the state of Kansas introduced intrastate crowdfunding in 2011, representing
one of the first states supporting the form of financing businesses.
Investors ● $5,000 cap per issuer by an investor,
per 12-month period.
Issuers
involved in all business sectors, other
than issuers who are an investment
company.
● Entity must be formed under the laws
of the state of Kansas and registered
with the Kansas Secretary of State.
Also, all persons responsible for
management of operations or
property of the issuer must be
residents of the state.
Platforms ● N/A

15
KENTUCKY
2015 GSP $ millions
Capital: Frankfort
Kentucky introduced intrastate crowdfunding in February 2015, following the national
trend.
Investors
• The state now permits individual
investors (Kentucky residents) to
fund up to $10,000 (at a time).
• The bill has many built-in safeguards
for investors. For example, investors
will be protected from fraud and in
the event that business plans
miscarry.
Issuers
• Issuer must be a business entity
organized and authorized under
Kentucky law and in accordance with
the Federal JOBS Act of 2012.
• Enabling aspiring entrepreneurs to
raise up to $2 million (depending on
whether the issuer has undergone a
financial audit for the recently
completed fiscal year) through a
crowdfunding platform.
Platforms ● N/A

16
MAINE
2015 GSP $ millions
Capital: Augusta
The intrastate crowdfunding was introduced in March 2014 with the hopes of increasing
access to capital for Maine businesses. There is an underlying focus on Maine’s startups,
hence the designation “Maine Seed Capital Exemption.”
Investors
per 12-month period. The maximum
allowable investment by any single
investor, whether accredited or
unaccredited, must not exceed ten
percent (10%) of the investor’s liquid
net worth.
Issuers
● Available to non-reporting issuers,
other than issuers who are an
investment company.
● Entity need not be organized under
Maine law. However, it must have its
principal place of business in Maine
and this does need to be on file with
the Maine Secretary of State (either
as a Maine-organized entity or as an
entity authorized to transact business
in Maine).
Platforms ● N/A

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MASSACHUSETTS
2015 GSP $ millions
Capital: Boston
The State of Massachusetts introduced emergency regulations legalizing Crowd
investing. The rules can be summarized as follows:
Investors
● The investors can invest up to $
2,000 or 5% of their annual income
or net worth - whichever is greater. In
case the investor earns more that $
100,000 a year, the cap moves up to
10 percent of annual income or net
worth of the investor - whichever is
greater. One’s annual income or net
worth can be calculated. The
person’s annual income and net
worth may be calculated jointly with
the annual income and net worth of
the person’s spouse.
Issuers
● The issuer can raise up to $ 1 million
without undergoing a financial audit.
The limit can be lifted up to $ 2
million if a document resulting from
the aforementioned audit is instead
produced and distributed to
investors.
● Issuers have to disclose a series of
documents concerning the company
and its business model, the owners,
the intended use of offering
proceeding and other transparency
related documents.

19
MICHIGAN
2015 GSP $ millions
Capital: Lansing
The Michigan crowdfunding legislation, Michigan Invests Locally Exemption (MILE), allows
small businesses to raise capital by reaching out to Michigan residents to invest in their
companies.
Investors
● Non accredited investors cannot
invest more than $10,000 in a single
offer.
● The issuer has to provide investors
with a disclosure statement reporting
information about the business, the
offer and its risks.
involved in all business sectors, other
than issuers who are an investment
company, or without a specific
business plan.
● Entity must be incorporated or
organized under the laws of the state
and authorized to do business in the
state.
Issuers
● The exemption permits an issuer to
sell securities to non-accredited
investors and utilize general
solicitation if specific requirements
are satisfied.
● Both the issuer and the investors
shall be resident in Michigan.

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● $10,000 cap per issuer by an
investor, per 12-month period, unless
the investor is an accredited investor.
● The total amount raised by the issuer
cannot exceed $1 million (or $2
million if the issuer has audited
financial statements).
Platforms
● N/A

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NEW MEXICO
2015 GSP $ millions
Capital: Santa Fe
New Mexico released a regulation for securities Crowdfunding. The most important
argument is that New Mexico sees the regulation as a new form of enterprise finance as a
way to boost local investments in regional SMEs, which is often hindered by geographical
distance between companies and investors resident in different areas of the state.
Investors
● All New Mexicans are allowed to
invest through securities
crowdfunding portals.
Issuers
● All New Mexican enterprises are
eligible to use securities
crowdfunding as a financing tool,
raising any quantity of capital.
Platforms
● The platforms need to be registered
with New Mexico Securities Division
and for broker-dealers there will be
bureaucratic simplifications in the
registration process.
● All payments for purchases of
securities offered under this
exemption shall be directed to and
deposited in an escrow or trust
account with a bank or depository
institution authorized to do business
in New Mexico and subject to

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regulation of New Mexico and the
United States.
These will be kept in the escrow account
until the crowdfunding campaign has
met its goal.

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NORTH CAROLINA
2015 GSP $ millions
Capital: Raleigh
The crowd-investing bill, named the North Carolina JOBS Act, was given to the North
Carolina General Assembly for approval. The bill was caught up in end-of-session
political debate and eventually defeated. In 2015, a further General Assembly session
has been scheduled to revisit the JOBS Act along with a further proposed crowdfunding
bills competing for North Carolina’s government approval. The first bill is titled North
Carolina JOBS Act, while the second is called North Carolina Intrastate Private Capital
Act which has been revered as more liberal and less restrictive.
Date in effect:
07/01/2014
Key Highlights of the North
Carolina JOBS Act
Key Highlights of the North
Carolina Intrastate Private
Capital Act
Investors
● Investment limit for
non accredited
investors: $2000 per
issuer and a max. of
$5000 per year.
● Investment limit for
non-accredited
investors: $5000 in a
single offering
Issuers
● Start ups or other
early stage companies
● Maximum that can be
raised: $2M is issuer
has been financially
audited, $1M
otherwise.
● Must produce a
quarterly report for
investors containing
various information of
the company
management
● Not limited to a
specific category of
issuers
● No cap on capital
raised
● No release of private
company’s data is
required as it is a
private matter
between the
company and the
investors. It is not
subjected to the
intervention of the
police power of the
state

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Platforms
● Must register their
business with the
State of North
Carolina.
● Must keep track
records of the offers
and sales made
through their websites
● No particular limit or
requirement.

25
OREGON
Population: 3, 700,758
GDP: 229,241(ranked 25 in the United
Capital: Salem
Oregon introduces infrastate crowdfuning in the beginning of 2015. Since small businesses
create many jobs in the state and many of these are exporting, this type of financing will
make the market grow.
Investors
● The investors have to be resident in
Oregon and are requested to provide a
proof of residency to the issuing company.
● Investors are allowed to invest up to
$2,500.
Issuers
● The issuers have to be companies
registered with the Secretary of State of
Oregon, with their headquarters in the state
and employing less than 50 staff members.
● Companies can raise up to $250,000 in a
period of maximum 12 months from Oregon
investors.
● The issuers have to provide both the
relevant authority and the interested
investors a number of documents about its
business model, planned activities to be
conducted with the funds raised and other
details in order to guarantee a certain level
of transparency.

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TEXAS
Population: 23 904 380
GDP: 1,602,584 (ranked 2 in the United
Capital: Austin
Texas is adopting a set of rules for equity crowdfunding during October 2014. The Texas
State Securities Board approved a law that allows adults resident in Texas to buy shares
of private companies through crowdfunding portals. The law limits the possibility to use
crowdfunding to raise equity capital only to companies incorporated in the State.
Investors
● The new regulations set a limit of
$5,000 per investment for non-
accredited investors, while for
accredited investors, who will now be
permitted to self-certify as such,
there is no cap on investments.
Issuers
● For companies, instead, the
maximum amount they can raise in
one year is set at $1 million.
● Available to issuers who are not,
either before or because of the
offering: (i) a company that engaged
or proposes to engage in the
business of investing, reinvesting,
owning, holding, or trading in
securities; (ii) subject to the reporting
requirements of the Securities and
Exchange Act of 1934, Section 13 or
Section 15(d), 15 U.S.C. §78m and
§78o(d); or (iv) a "blank check"
company.
● Issuer must be a Texas entity that
has filed a certificate of formation

28
with the Secretary of State, is
authorized to do business in Texas,
and: (i) at least 80% of the issuer's
gross revenues during its most
recent fiscal year prior to the offering
are derived from the operation of a
business in Texas; (ii) at least 80% of
the issuer's assets at the end of its
most recent semiannual period prior
to the offering are located in Texas;
(iii) the issuer will use at least 80% of
the net proceeds from the offering in
connection with the operation of its
business within Texas; and (iv) the
principal office of the issuer is
located in Texas.
Platforms
● Requires the offering be made
exclusively through an Internet
website operated by a registered
general dealer or registered
crowdfunding portal.
● Requires that all communications
between the issuer, prospective
purchasers or investors taking place
during the offer of securities pursuant
to the exemption must occur through
the Internet website of the registered
general dealer or crowdfunding
portal. During the time the offering
appears on the Internet website, the
website must provide channels
through which potential purchasers
and investors can communicate with
one another and with representatives
of the issuer about the offering.
These communications must be
visible to all those with access to the
offering materials on the Internet
website. Prior to offering an
investment opportunity to residents
of Texas and throughout the term of
the offering, the general dealer or
portal shall give the Securities

29
Commissioner access to the Internet
website.
● Requires certain information about
the issuer and the offering to be
posted on the Internet website
consisting of: (A) a copy of the
disclosure statement required by the
rule; (B) a summary of the offering,
including, among other things, a
description of the entity, the identity
of the entity's executive officers,
directors, and managers (including
their titles and prior experience) and
the identity of any security holders of
over 20% of the entity and (C) a
description of the securities being
offered and any outstanding
securities of the company. The
required information stated above
must be made available to the
Commissioner and potential
investors for a minimum of 21 days
before any securities are sold in the
offering.
● The Internet website must meet,
among other things, the following
requirements: (i) the website must
contain a disclaimer that reflects that
access to a securities offering on the
website is limited to Texas residents;
(ii) an affirmative representation (as
defined in the rule) by a visitor to the
Internet website that the visitor is a
resident of Texas is required before
the visitor can view securities-related
offering materials on the website;
and (iii) evidence of residency within
Texas is required before a sale may
be made to a prospective purchaser.

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VIRGINIA
Population: 7 459 827
Capital: Richmond
The state of Virginia joins the crowdinvesting movement in Mars 2015 to benefit smaller
businesses and a broader range of investors.
Investors ● Non-accredited investors can invest
$10,000 in an offering.
Issuers
• Issuers can raise up to $2 million.
● Disclosures required to be provided to
investors, including disclosures of risk
factors related to the issuer and the
offering.
● Requirements that all proceeds received
from purchasers be placed in escrow in a
Virginia chartered depository institution
until the minimum amount of the offering
is raised.
● Filings with the Commission of notices
and other materials related to the offering.
● Requirements regarding the preparation
and submission of the issuer’s financial
statements, including (i) the form and
content of such statements and (ii)
whether such statements are required to
be audited or reviewed by an independent
certified public accountant in accordance
with generally accepted accounting
principles.

32
WASHINGTON
2015 GSP $ millions
Capital: Olympia
Washington initiated intrastate crowdfunding in March 2014, to help entrepreneurs get
financed through small amounts of investments from many investors. The key highlights of the
regulation are stated below.
Investors
● During the 12-month period preceding
the sales, the aggregate amount of
securities sold to any investor by one
or more issuers may not exceed:
(i) the greater of $2,000 OR 5% of the
investor’s annual income or net worth,
as applicable, if either the annual
income or net worth is less than
$100,000; OR
(ii) 10% of the investor’s annual
income or net worth, as applicable, up
to $100,000, if either the annual
income or net worth is at least
$100,000.
● Prior to accepting investor funds or an
irrevocable commitment to invest, the
issuer must obtain (i) evidence of
residency of the investor in the state of
Washington; and (ii) a copy of the
Investor Certifications and
Acknowledgement Form prescribed by
the director that has been either
manually or electronically signed by
the investor.
Issuers ● Available only to a corporation or
centrally managed limited liability

33
company or limited partnership that is
resident and doing business within
Washington at the time of any offer or
sale of securities.
● The following companies, among
others, will not be allowed to utilize the
exemption unless written permission is
obtained from the director based upon
showing that adequate disclosure can
be made to investors using the
Washington Crowdfunding Form:
holding companies, companies whose
principal purpose is owning stock in, or
supervising the management of, other
companies; investment companies;
portfolio companies, such as REITs;
“blank check” companies; companies
with complex capital structures; blind
pools; commodity pools; companies
engaging in petroleum exploration or
other extractive industries; equipment
leasing programs; and real estate
programs.
● The exemption is available only to
equity offerings (as defined under the
rule) by the issuer of the securities and
is not available to any affiliate of that
issuer or to any other person for resale
of the issuer’s securities. The
exemption is not available to debt
offerings. All offerings made under this
exemption may be declared exempt for
a maximum of twelve months. An
exempt offering may be renewed for
one additional twelve month period in
accordance with the rule.
Platforms
● Allows use of Internet Offering Portal
to facilitate the offering.
● Silent regarding registration
requirements of Offering Portal as
broker-dealer.
● However, before offering services, an
Internet portal must require the

34
minimum information (as promulgated
under the rule) from an exemption
applicant and forward this information
to the Director. The portal, on receiving
the above information, may offer
services (that may include assistance
developing a business plan, referral to
legal services, and/or technical
assistance in preparation of the
offering) to the applicant that the portal
considers appropriate or necessary to
meet the criteria for exemption
● The portal must forward to the
Director, on being satisfied that the
applicant has assembled the
necessary information and materials to
meet the exemption criteria, the
materials necessary for the applicant
to qualify for exemption.

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WISCONSIN
Capital: Madison
Wisconsin introduced intrastate crowdfunding in August 2013. There are many regulations for
the online platforms, but less for the investors and the issuers.
Investors ● $10,000 cap per issuer by an investor, per
12-month period.
Issuers
● Available to non-reporting issuers involved
in all business sectors, other than issuers
who are an investment company and those
who would be disqualified under Rule
506(d).
● Issuer must be a business entity organized
under the laws of the state and authorized
to do business in the state.
Platforms
● Offering is made exclusively through
Internet Offering Portal(s).
● Offering Portal not required to register as a
broker- dealer if certain conditions are met.
● However, the identity and location of, and
contact information for, the Internet site
operator must be included in notice filing
and the Internet site operator must register
with the Wisconsin Securities Division by
filing a statement with the required
information, as promulgated under the rule.

36
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the-two-competing-north-carolina-crowdfunding-bills/35746] 02/11/2015
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WSLS10 “Crowdfunding Bill Could Make Raising Capital for New Businesses Easier”
[http://www.wsls.com/story/27956869/crowdfunding-bill-could-make-raising-capital-for-
new-businesses-easier] 01/27/2015

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Crowd Valley Contacts
Main Contacts
Markus Lampinen – Crowd Valley CEO
markus@crowdvalley.com
(646)8014054
Pete Woodard – Crowd Valley Sales Manager
pete@crowdvalley.com
(415) 580 0087
Authors
Alessandro Ravanetti – Crowd Valley CMO
alessandro@crowdvalley.com
Irene Tordera – Marketing & Communications
irene@crowdvalley.com
Cecilia Lundborg - Trainee

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