Quick Tip: How to Do a SEC Compliant STO? 3 Ways

If you are doing a security token offering or STO, then you are concerned about complying with federal securities laws. This means you have to either register your STO or find an exemption to registration.

Here are three exemptions you can use for your STO. The main points of each are highlighted, but this is very, very general. I will go into more detail in future posts:

Regulation A+ -

Allows you to raise up to $50 million. You can advertise even before filing disclosures with the SEC, but before accepting money, you must file certain disclosures with the SEC.

Regulation Crowdfunding -

Allows you to raise up to $1.07 million. You must use a registered funding portal, file disclosures with the SEC before any offering, and only discuss your offering on the funding portal.

Regulation D -

  • Rule 506(b) allows you to raise an unlimited amount of money from accredited investors and up to 35 non-accredited, but sophisticated investors. You cannot advertise. Selling to only 1 non-accredited investor means extensive disclosures.

  • Rule 504 allows you to sell up to $5 million from accredited and non-accredited investors. You have to comply with the laws of the states where you are selling your offering. Unlike the other rules, there are no mandatory disclosures even if you sell to non-accredited investors.


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