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Why You Should Worry About Blue Sky Filings

Why You Should Worry About Blue Sky Filings

The following is a guest post by Chris Rohde, associate corporate counsel at WealthForge. WealthForge Holdings, Inc., is a diversified financial services company focused on providing private investment solutions to its customers. WealthForge Holdings, Inc. includes...

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Exhaustive Study Gives Real Estate the Edge

Exhaustive Study Gives Real Estate the Edge

Considering the recent volatility of the stock market, the findings of a recent report from the Federal Reserve Bank of San Francisco are particularly apropos. The exhaustive study gives real estate the edge over stocks when it comes to long-term investment...

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Get a Coach to Guide and Cheer You to Success in 2018

Get a Coach to Guide and Cheer You to Success in 2018

What’s holding you back from making 2018 the year you go all in and become a syndicator? Is one of these getting in your way: A lack of deal flow Lack of knowledge Lack of confidence Lack of investors If you want to get past these or other barriers this year, my best...

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When are Limited Liability Company Interests a Security?

When are Limited Liability Company Interests a Security?

In our conversations with clients, we often are asked, "When are limited liability company interests a security?" Section 2(a)(1) of the Securities Act defines the term “security” as follows: "The term ‘security’ means any note, stock, treasury stock, security future,...

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Ever Wonder Where the Howey Test Came From?

Ever Wonder Where the Howey Test Came From?

Many of our articles and blog posts make reference to the four-pronged Howey Test, which does exist — we don't make this stuff up! — dating to 1946. Here is the written decision, as issued by the U.S. Supreme Court: United States Supreme Court SECURITIES AND EXCHANGE...

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A Kinder, Gentler and Leaner SEC May Be in the Offing

A Kinder, Gentler and Leaner SEC May Be in the Offing

The SEC may be moving away from pursuing admissions of guilt by companies as a condition of settling certain fraud cases, according to a Sept. 26, 2017, article in the Wall Street Journal. A kinder, gentler and leaner SEC? The article cited a statement by Steven...

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What Investors Want

What Investors Want

What types of commercial properties are most available for investors? Based on our unscientific (but nevertheless educated) poll of several crowdfunding and investing sites, investors prefer value-add specified offerings with targeted IRR settling mostly in the...

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Going Paperless – Part 2

Going Paperless – Part 2

(This is another in our continuing series of posts with insight into how our office is going paperless - and so can yours!) Did you ever wonder how to maintain the record-keeping system the SEC requires you have to prove you had pre-existing relationships with...

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Securities Misconceptions Explained

Securities Misconceptions Explained

Are you operating under misconceptions? As a securities attorney, I hear lots of misconceptions from people who think they are NOT selling securities because: “I only have one investor.” Or, “I'm  raising less than a million dollars.” Or, “I have less than 35...

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Are You Confident Your Marketing Practices are Legal?

Are You Confident Your Marketing Practices are Legal?

Guest Post By Tim Boykin / WealthForge Two cases from earlier this year once again highlight the importance of following the broker registration requirement under Rule 15(a) of the Exchange Act.  Rule 15(a) requires registration for a party engaged in the business of...

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Does Your LLC Need a Business License?

Does Your LLC Need a Business License?

So you’ve formed a limited liability company (LLC) for your real estate syndication business. Do you need a business license, too? Do you need to register with the state tax authority, as well? The article at the attached link from "The Hartford: Small Biz Ahead...

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Can I Just Use a Promissory Note?

Can I Just Use a Promissory Note?

I frequently get asked the following questions: “Can I just use a promissory note for investors?” or, “Can I just use an LLC Operating Agreement?” The answer is yes, but … Notes and passive LLC interests are securities. To sell them legally, you still need to qualify...

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8 Questions to Ask Before Hiring a Securities Attorney

8 Questions to Ask Before Hiring a Securities Attorney

Are you hiring the right attorney for your securities offering? When interviewing a firm to see if it meets your needs, the first step is to ask the right questions. Here are eight questions that you should ask before hiring a securities attorney. This article will...

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