TheCorporateCounsel.net

The bizarre American CryptoFed filings and the Small Business Advisory Committee’s agenda for next week’s meeting got me thinking about the multitude of challenges that some issuers face when seeking to raise capital. I am co-teaching a course on 1933 Act exemptions called “Beyond the IPO” at Georgetown Law this semester, and trying to explain the exempt offering landscape to law students one night a week for thirteen weeks is a good reminder of just how complex the system can be for someone who is not steeped in the finer points of the securities laws.

Those of us who have been at this for a while can sometimes take it for granted that we have a good understanding of the inner workings of the SEC, while others who are either advisers or issuers that do not live and breathe this stuff can often see the SEC as a “black box” and the capital-raising regulations as a maze of traps for the unwary. It has always been this concern – the fact that sometimes the knowledge and understanding of the intricacies of the securities laws and the operation of the SEC can be held by a select few, while others face more challenges in navigating the system – that has driven me to try to freely share all of the knowledge and experience that I have gained, through this site in particular, and through other publications, public speaking, professional organizations and teaching. I believe that is the least I can do to try to promote fair access to capital while acknowledging the difficult task that the SEC has in maintaining an effective regulatory approach that protects investors while promoting capital formation.

– Dave Lynn