In preparation for Regulation A+ to take effect, the SEC’s Division of Corporation Finance released answers for some frequently asked questions regarding the changes. The Compliance and Disclosure Interpretations, section 180.01 through 182.11, focus mainly on compliance issues in dealing with the new regulation, such as what forms are required, how can solicitations be made, and what is the relationship between this law and state securities regulations.
Regulation A+ is part of the rulemaking for the JOBS Act of 2012. It created a new regulatory schema for companies raising $50 million or less, divided into two tiers. Tier 1 companies can raise up $20 million in a 12-month period, with not more than $6 million in offers by selling security-holders that are affiliates of the issuer. Tier 2 companies can raise $20-$50 million in a 12-month period for offerings of securities of up to $50 million in a 12-month period, with not more than $15 million in offers by selling security-holders that are affiliates of the issue. Both tiers are subject to some basic requirements initially, while only Tier 2 is subject to ongoing reporting requirements.