Since the passage of the JOBS Act and the subsequent rulemaking, there has been massive confusion by the general and investing public who often conflate the activities of the regulated investment crowdfunding industry and those of rewards-based or donations-based crowdfunding platforms. Aside from marketplace confusion, there is considerable reputational risk that regulated entities, and the regulated industry as a whole, face by being mistaken for the activities happening in a less regulated environment and by unlicensed actors (e.g. GoFundMe, Kickstarter, IndieGoGo).

Furthermore, while admirable, the efforts by some industry participants to provide clarity through use of other terms (e.g. “online capital raising,” “investment crowdfunding,” or “equity crowdfunding”) are insufficient or, in some cases, potentially misleading.   

By embracing ‘Regulated Investment Crowdfunding,’ we not only clarify our industry's scope but also underline the legal and regulatory frameworks that govern our operations. 

Regulation D (Reg D) crowdfunding refers to a specific exemption under the U.S. Securities and Exchange Commission (SEC) regulations that allows companies to raise capital through the sale of securities without having to register those securities with the SEC. The regulation is part of the broader set of rules governing private placements.

Regulation D provides three different rules (Rule 501, Rule 502, and Rule 503) that companies can use to conduct private placements, and one of these rules, Rule 506, is commonly associated with crowdfunding activities. Rule 506 has two variations: Rule 506(b) and Rule 506(c).

1. Rule 506(b): This is the traditional form of private placement under Regulation D. It allows companies to raise an unlimited amount of capital from an unlimited number of accredited investors (typically high-net-worth individuals and institutions) and up to 35 non-accredited investors who meet certain sophistication requirements. The company, however, cannot engage in general solicitation or advertising to attract investors.

2. Rule 506(c): This variation allows companies to engage in general solicitation and advertising to attract investors, but all investors must be accredited, meaning they meet specific income or net worth criteria. This rule provides greater flexibility in marketing and reaching potential investors.

It's important to note that crowdfunding under Regulation D is distinct from crowdfunding under Regulation Crowdfunding (Reg CF), which is a separate SEC regulation that allows companies to raise smaller amounts of capital from a larger number of both accredited and non-accredited investors through registered crowdfunding platforms.

In summary, Reg D crowdfunding allows companies to raise capital through the sale of securities without a full SEC registration process, primarily targeting accredited investors. The specific rules and requirements depend on whether the company chooses Rule 506(b) or Rule 506(c).

"Testing the waters" (TTW) in crowdfunding refers to the practice of gauging interest and collecting potential commitments from potential backers BEFORE officially launching a crowdfunding campaign. This pre-launch phase allows creators to assess the viability of their project and gather insights into how well it might be received by the crowdfunding community.

Creators often create a preliminary campaign page or use a specialized "pre-launch" page on a crowdfunding platform to showcase their project idea, outline key details, and, in some cases, offer early incentives or exclusive rewards for those who express interest or make a commitment to back the project once it officially launches.

During this testing the waters phase, creators can collect email addresses or other contact information from interested individuals. This information can be used to build a mailing list and keep potential backers informed about the project's progress, updates, and the official launch date.

Testing the waters serves several purposes:

1. Assessing Interest: Creators can gauge whether there is sufficient interest in their project before investing time and resources into a full-fledged crowdfunding campaign.

2. Building a Community: Gathering a list of interested individuals allows creators to build a community around their project, which can be beneficial when the campaign officially launches.

3. Feedback and Refinement: Creators can receive feedback on their project idea and make necessary adjustments based on the responses they receive during the testing phase.

It's important to note that while testing the waters can be a valuable strategy, creators should be transparent about their intentions and clearly communicate that the project is in the pre-launch phase. Additionally, not all crowdfunding platforms have specific features for testing the waters, so creators may need to use alternative methods to gauge interest, such as social media or a dedicated website.

A SAFE is an investment vehicle which allows investors to invest in a company in exchange for the future equity it holds. Similar to a stock option, it is commonly used within the context of investment crowdfunding.

Stock option agreements and safe instruments used in crowdfunding are similar in that they both provide investors with a way to invest in a company without having to purchase shares of stock. They both provide investors with a way to invest in a company without having to take on the risk of owning shares of stock.

They also both provide investors with a way to invest in a company without having to pay the full price of the stock.

However, the main difference between the two is that stock option agreements provide investors with the right to purchase shares of stock at a predetermined price, while safe instruments provide investors with the right to receive a predetermined amount of money if the company is successful.

Yes, there are websites and companies that aggregate crowdfunding deals that are active (as well as other types of deals).

Some of these primary deal aggregators include:

1. KingsCrowd ("Trusted by over 475,000 investors to vet startup investments from 60+ online investment platforms")

2. so.capital ("Equity Crowdfunding, Donation Crowdfunding, NFTs, Alternative Assets")

3. Vincent ("exempt reporting adviser in the alternative investment space")

4. CrowdLustro ("Reg CF, Collectibles, Real Estate, NFTs, & other alternative assets")

5. Alts.co ("alternative assets" -- more than just crowdfunding)

6. Sharky - ("Discover startups like a pro!")

7. Investibule - ("Investibule opens the door to community investments - aggregating opportunities across 30+ platforms.")

For those looking for deals outside the US, there are other aggregators (e.g. CrowdInvest - "Invest in promising start-ups in India from the UK"). As with any service provider, it's important to verify information listed on these sites with information on the site of the funding portal or provided by the issuer. 

It can depend on the specific circumstances of the equity crowdfunding round and the company's performance since then. In general, investors may view a company that has successfully completed an equity crowdfunding round as a good thing because it can indicate that the company has a strong base of supporters and has been able to raise capital in the past. Additionally, a company that has completed an equity crowdfunding round will have a track record of financial performance and investor relations, which can be viewed positively by potential investors.

On the other hand, if a company has struggled to meet its financial projections or has had difficulty maintaining good relations with its investors, this could be viewed negatively by potential investors. Additionally, a company that has completed multiple rounds of equity crowdfunding without showing significant progress or growth could also be viewed as a red flag.

It's important to note that each company is unique, and the success or failure of one company's equity crowdfunding campaign should not be used as a definitive indicator of future performance. Potential investors should always conduct their own due diligence on any company before investing.

Investing in startups can be risky, and it is important for investors to carefully consider the pros and cons of different investment instruments. Some pros and cons of investing in startups via equity (common stock) versus a SAFE (simple agreement for future equity) instrument are:

Pros of investing in equity:

- The potential for high returns: If the startup is successful, investors may be able to earn significant profits through the sale of their equity or through dividends or other distribution of profits.
- Voting rights: Holders of common stock typically have voting rights in the company, which allows them to have a say in important decisions related to the company's direction and management.

Cons of investing in equity:

- High risk: Startups are high risk investments, and it is possible that the company may fail and investors may lose their entire investment.
- Dilution: As the company raises additional rounds of funding, the ownership stake of earlier investors may be diluted.

Pros of investing via a SAFE instrument:

- Simplicity: SAFE instruments are simpler and faster to execute than traditional equity financing documents, which can save time and legal fees.
- Flexibility: SAFE instruments can be customized to fit the specific needs of the company and the investor.

Cons of investing via a SAFE instrument:

- No ownership stake: SAFE instruments do not convey ownership in the company, so investors do not have voting rights or the potential for dividends or other profit distributions.
- Potential for low returns: If the company is successful and subsequently issues equity to investors, holders of SAFE instruments may receive less favorable terms than later investors who invest via equity.

It is difficult to predict exactly how regulated investment crowdfunding will evolve in 2023, as it depends on a variety of factors such as changes in the regulatory environment, technological developments, and market trends. However, here are a few potential developments that could shape the future of regulated investment crowdfunding:

1. Increased use of blockchain technology: Blockchain technology could potentially be used to streamline the crowdfunding process, making it faster and more secure.

2. Development of new regulatory frameworks: Governments around the world may develop new regulatory frameworks to address the unique challenges and opportunities presented by crowdfunding.

3. Growing popularity of alternative forms of financing: Crowdfunding may become more popular as an alternative to traditional forms of financing, such as bank loans or venture capital.

4. Increased competition: As crowdfunding becomes more popular, more platforms may enter the market, leading to increased competition among platforms.

5. Greater focus on investor protection: As the industry evolves, there may be a greater focus on protecting the interests of investors, including through the use of measures such as disclosure requirements and investor education.

Overall, it is likely that regulated investment crowdfunding will continue to grow and evolve in the coming years, with a focus on using technology to improve the efficiency and effectiveness of the process. 

*Written by OpenAI's ChatGPT* 

Donations-based crowdfunding and investment crowdfunding are two different types of crowdfunding. In donations-based crowdfunding, individuals make contributions to a project or cause without expecting anything in return, other than the satisfaction of knowing they have helped support something they care about. In investment crowdfunding, individuals invest money in a project or venture with the expectation of receiving a financial return on their investment. *Written by OpenAI's ChatGPT* 

Rewards-based crowdfunding and investment crowdfunding are two different ways that people can use crowdfunding platforms to raise money for a project or venture. In rewards-based crowdfunding, backers of the project receive a reward, such as a product or service, in exchange for their support. In investment crowdfunding, backers receive equity in the company or a financial return on their investment.

*Written by OpenAI's ChatGPT*