You need to determine every investor’s “suitability” to invest before you offer them the investment opportunity, regardless of how they were referred, as that begins the “substantive relationship.” See the article “How do I Create a Substantive Relationship.”
The relationship should be with a member of the issuer, which could be you, or your friend if they are a member of the offering company. However, the reason you have to demonstrate the pre-existing relationship is to prove you didn’t advertise, so if you can demonstrate that you (or your friend) didn’t advertise for the investor and you established the substantive relationship by determining their suitability before making the offer, it should be OK to accept them.
Should You Really Start a Fund?
We get potential clients who reach out to us every week who want to start a fund. While we could simply take their money and set them up with fund offering documents, we actually talk a lot of people out of doing a fund. Why? Because they don’t have the necessary...