Frequently Asked Questions
- Holder of certain professional certifications, designations or credentials or other credentials issued by an accredited educational institution, which the Commission may designate from time to time by order. Holder in good standing of the Series 7, Series 65, and Series 8
- With respect to investments in a private fund, natural persons who are “knowledgeable employees” of the fund
- Limited liability companies with $5 million in assets may be accredited investors and SEC- and state-registered investment advisers, exempt reporting advisers, and rural business investment companies (RBICs) may qualify
- Indian tribes, governmental bodies, funds, and entities organized under the laws of foreign countries, that own “investments,” as defined in Rule 2a51-1(b) under the Investment Company Act, in excess of $5 million and that was not formed for the specific purpose of investing in the securities offered;
- Family offices with at least $5 million in assets under management and their “family clients,” as each term is defined under the Investment Advisers Act
- “Spousal equivalent”, so that spousal equivalents may pool their finances for the purpose of qualifying as accredited investors.
You are an accredited investor if you meet any one or more of the following criteria:
▪ Bank, insurance company, registered investment company, business development company, or smallbusiness investment company▪ Employee benefit plan (within the meaning of the Employee Retirement Income Security Act) if abank, insurance company, or registered investment adviser makes the investment decisions, or if theplan has total assets in excess of $5 million▪ Tax exempt charitable organization, corporation, or partnership with assets in excess of $5 million▪ Director, executive officer, or general partner of the company selling the securities▪ Enterprise in which all the equity owners are accredited investors▪ Individual with a net worth of at least $1 million, not including the value of his or her primaryresidence▪ Individual with income exceeding $200,000 in each of the two most recent calendar years or jointincome with a spouse exceeding $300,000 for those years and a reasonable expectation of the sameincome level in the current year or▪ Trust with assets of at least $5 million, not formed only to acquire the securities offered, and whosepurchases are directed by a person who meets the legal standard of having sufficient knowledge andexperience in financial and business matters to be capable of evaluating the merits and risks of theprospective investment
In August 2020 the SEC expanded the definition of an accredited investor. If you do not meet any of the preceding criteria, but meet any one or more of the following, you qualify as an accredited investor.
It depends. Some companies offer voting rights while others due not. It is typical for voting rights, if available, to be diluted as additional funds are raised. Please read each offering document carefully to understand if voting rights will be part of your investment.
Arcview Capital, LLC provides companies continued access to our platform. It is possible Arcview Capital, LLC will retain relationships with the companies, but there is no guarantee they will continue using our services.
However, once an offering is closed, we are no longer involved with whether the company chooses to list shares on a secondary market, or what occurs thereafter. Therefore, Arcview Capital, LLC has no control or insight into your investment after the close of the live offering. In addition, we are not permitted to provide financial advice. Please contact a financial professional to discuss possible investment outcomes.
- General information about the company
- Its officers and directors
- A description of the business
- The planned use for the money raised from the offering, often called the use of proceeds the funding goal
- The deadline for the offering, related-party transactions
- Risks specific to the company or its business
- Financial information about the company
- $107,000 or less – financial statements and certain specific line items from income tax returns are required, both of which are certified by the principal executive officer of the company.
- $107,000.01 to $535,000 – financial statements are reviewed by an independent public accountant and the accountant’s review report is provided as well as certification by the principal executive officer of the company. A review is some level of scrutiny of the financials by a CPA.
- $535,000.01 to $1.07 million – if first time crowdfunding, then financial statements reviewed by an independent public accountant and the accountant’s review report if available are disclosed: otherwise financial statements audited by an independent public accountant and the accountant’s audit report must be prepared and disclosed. An audit provides a higher level of scrutiny by the accountant than a review as well as some verification by the accountant.
- The issuer becomes a publicly traded company
- The issuer has filed, since its most recent sale of securities via Reg CF, at least one annual report and has fewer than 300 holders of record
- The issuer has filed, since its most recent sales of securities via Reg CF, the annual reports required for at least the three most recent years and has assets that do not exceed $10,000,000
- The issuer or another party repurchases all of the securities issues Reg CF, including any payment in full of debt securities or any complete redemption of redeemable securities
- The issuer liquidates or dissolves its business under state law
Companies fundraising with Arcview Capital, LLC must disclose a limited amount of information to you, including:
An issuer that has offered and sold securities via Reg CF must file with the Commission and post on the issuer’s website an annual report along with the financial statements of the issuer certified by the principal executive officer of the issuer to be true and complete in all material respects and a description of the financial condition of the issuer.
If, however, an issuer has available financial statements that have either been reviewed or audited by a public accountant that is independent of the issuer, those financial statements must be provided, and the certification by the principal executive officer will not be required.
The report must be filed no later than 120 days after the end of the fiscal year covered by the report.
The type of financial information disclosed as well as verification of finances varies based on whether the company has raised via crowdfunding in the past, as well as the amount being raised.
Each offering has a discussion forum where you should ask any questions you have and review those asked by other investors. These channels can be useful both before and after making an investment.
Once an offering has closed, the company will provide updates on the results of its operations and financial statements through its website on an annual basis. These updates are likely to be less regular and robust than those provided by public companies to their shareholders.
An issuer must continue to comply with the ongoing reporting requirements until one of the following occurs:
- To the company that issued the securities
- To an accredited investor
- To a nuclear family member
- In connection with your death, divorce, or other similar circumstance
- To a trust controlled by you or a trust created for the benefit of a family member (defined as a child, sibling or parent of you or your spouse)
- As part of a later offering registered with the SEC
Securities purchased under Reg CF cannot be resold for a year. After the year ends, if there is no clause in your investment contact that prohibits resale, then you may do so. There are very limited exceptions under which you may sell shares that are held for less than 12 months:
Yes. Ownership (equity stake), will almost certainly be diluted as the company raises money.
The majority of companies offer common stock, but some companies raise capital through convertible note, debt, and revenue share.
The investment process may be slightly different for each investor, depending on their personal investing preferences, but it can generally be described as follows:
- Investors must first create an account and complete the necessary verifications.
- Identify a potential investment opportunity or opportunities
- Review the terms of the offering (this information can be found in the respective company's profile page and data room);
- You can invest by clicking on the Invest button located on the company profile page or the browse company page.
- Follow the steps to complete your investment
Once you confirm your investment, the funds will be transferred to an escrow account for holding until the fundraising is closed.
Once the fundraising round closes, you will receive confirmation of success and acceptance of your subscription. In the case of an unsuccessful round or a canceled investment by yourself, the proposed transaction will be cancelled (see: What happens if an offering does not meet its fundraising goal), and the escrow agent (see: Payment) will return the funds from the escrow back into your bank account.
The short answer is, yes, extremely!
You should only invest what you can afford to lose. Do not invest so much that it would impact your lifestyle or retirement plans. It is entirely possible that you will lose every dollar you invest into the companies.
If you cannot afford to lose every dollar you invest, then the investment is probably not appropriate for you. Also, if you cannot afford to wait 7+ years for a return, then the investment probably is not appropriate for you.
Companies on the Arcview Capital, LLC Regulation CF and Regulation D platforms are high risk opportunities and may not retain their value. Investing in startups and small businesses is inherently risky and standard company risk factors such as execution and strategy risk are often magnified at the early stages of a company. Additional risks include, but are not limited to:
Speculative: Investments in startups, early-stage ventures and emerging technology companies are speculative and these enterprises often fail
Illiquid: Your ability to resell your investment in the first year will be restricted with narrow exceptions. You may need to hold your investment for an indefinite period of time
Valuation and capitalization: No exchange or other secondary market is expected for securities sold under Regulation CF
Limited disclosure: The company must disclose information about itself, its business plan, the offering, and its anticipated use of proceeds, among other things
Possibility of fraud: There is a risk that a company raising on Arcview Capital, LLC engages in fraud
Lack of professional guidance: Many successful companies partially attribute their early success to the guidance of professional early-stage investors (e.g. angel investors and venture capital firms)
Cannabis is illegal at the Federal level: The possession, use, cultivation, manufacturing, sale, transfer and dispensing of cannabis is illegal under The United Stated Federal Law (see: Controlled Substances Act of 21 U.S.A. 801). The cannabis industry is conducted in states that have passed legislation that has either decriminalized, legalized the use of medical marijuana, and/or legalized the use of recreational marijuana. The possession, use, cultivation, manufacturing, sale, transfer and dispensing of cannabis is governed by state law and from state to state. Companies that engage in the cannabis industry and individuals investing in the cannabis industry could be subject to federal criminal prosecution, civil fines and/or penalties.
For Reg CF, investors are able to cancel their investment at any point throughout the campaign up until 48 hours before the closing of the offering.
We initiate refunds as we receive them, but it could take up to 14 days to reach you, especially if you invested with a check or wire.
No, you cannot modify an investment after you've completed your commitment to invest. If you wish to invest a different amount or make other such modifications, you may cancel your previous investment and make a new investment.
If an offering hasn't reached it's funding goal by the end of a funding round, the project will close and your committed funds will be refunded. You should expect to receive a refund within 10 business days.
The minimum amount you can invest in a company will depend on the specifics of a given company's raise.
Regulation CF limits the annual amount of money an investor may use for crowdfunding. Investors with an annual income or net worth less than $107,000, are limited to invest a maximum of 5%. For those with an annual income or net worth greater than $107,000, he/she is limited to investing 10% of the lesser of the two amounts.
Different types of offerings allow for different investors. Some types of offerings require that you be an accredited investor, while others allow everyone the opportunity to invest. Some offerings may even require that you live within a certain area to invest. Knowing what kind of investor you are will help you understand in which offerings you may invest.
Yes, as long as your funds are still in escrow, or haven't yet been received, your investment may be canceled. Once the funding round has closed, your investment cannot be canceled.
An offering closes when either the maximum amount of funding has been reached, or the end date of the funding round has been closed.
You may receive updates from the project issuer on the status and progress of the project. You will be notified directly of these updates and they may be viewed on the project itself under the update section.
During the investment process, you will receive specific instructions for that offerings method of payment. The method of payment is specific to each project, so carefully review each step of the investment process.
Your investment is placed in an escrow account. Funds are transferred to the company only after the fundraising target has been met.
You have 7 days to ensure payment is sent to an escrow account or your investment application will be automatically canceled.
During the investment process, you will receive specific instructions about how you are to sign any documents. Each offering may use it's own method of signing, so review instructions carefully during the investment process.
During the investment process, you may be required to affirm that you are an accredited investor. Different offerings may require different levels of proof, and may have different methods to provide that proof. Review instructions carefully while you go through the investment process.
Promote An Investment
Yes, as long as your offering has not already closed. If you wish to extend an offering, please contact our support team.
Once your offering has been created, we do a thorough check to see if your offering meets all of our requirements, then we validate you and your information. We work closely with you until your investment meets our criteria. When it has met the criteria for an offering on our site, we'll approve the project and it will automatically go live on the start date you've selected.
An offering closes when either the maximum amount of funding has been reached, or the end date of the funding round has been closed.
If an offering hasn't reached it's funding goal by the end of a funding round, the offering will close, and committed funds will be refunded. If you have directly received any funds, you should issue refunds within 10 business days.
Yes, as long as the investment are still in escrow, or haven't yet been received, you may cancel any investment. Once the funding round has closed, investments cannot be canceled.
During the creation of your project, you will be required to provide information to the portal for escrow. Carefully review all instructions to ensure that you provide sufficient information.
During the creation of your project, you will receive instructions to upload the signing instructions. Different types of offerings have different types of signature requirements, so it is important that you carefully review all instructions during the project creation process. If you are not given an opportunity to provide signature instructions during the project creation process, you will be contacted by our customer support to ensure that the signature documents are correctly associated with your offering.