Private Placement Memorandum (PPM) – A legal disclosure document of a company issuing securities, such as equity stock or units, or debt notes or bonds. The private placement memorandum discloses a portion of the company’s internal workings, from the market to the management team and risk factors, all the way to the tax implications for investors, both in the US and abroad. The most widely used disclosure document worldwide is the private placement memorandum, which many refer to as an ‘offering memorandum’.
Operating Agreement – Describes the investment ownership structure and rights of the sponsor and each members rights.
Subscription Agreement – The document an investor fills out to help determine suitability. The investor will also subscribe to the investment opportunity by signing the subscription agreement and indicating the number of shares they are purchasing.
Regulation D 506(C) – The regulation sponsors on RealCrowd use to be able to make public offerings of their private investment opportunity. Filling a 506(C) offering also required that investors are accredited, and that the Sponsor perform additional steps to actually verify that investors are in fact accredited.
Accreditation (Individual Income) – A person with at least $200k in income the last two years, and a reasonable expectation of having an income of at least $200k in the current year.
Accreditation (Joint Income) – A married couple filing their taxes jointly with at least $300k in joint-income the last two years, and a reasonable expectation of having joint-income above $300k in the current year.
Accreditation (Net Worth) – A person or couple with a net worth over $1 million after taking into account liabilities, not including the debt or equity in their primary residence.
Certifying Accreditation – The act of providing income information (example: w2’s), net worth information (example: bank statement and a credit report), or having a legal 3rd party (examples: CPA, lawyer, RIA, or broker-dealer) sign a letter stating the person’s accreditation status.