Karsten Wenzlaff, Advisor
August 26th, 2025
Forbes | By Shereen Shermak | December 4, 2013
The CEO of Launch Angels on why crowdfunding means both more investment in female-led businesses and more female angels.Equity crowdfunding is in its early stages, but even at this point you can glimpse the potential. And that potential includes promise for both women angels and women-led companies.
First, a definition. Equity crowdfunding is investing in early-stage companies through web platforms, typically receiving stock for your money. At this point, only accredited investors (high incomes or high net worth) can participate. However, regulations are still being defined that may loosen that restriction.
Even under current restrictions, equity crowdfunding is rapidly growing. There are about 350 platforms in the US, with close to the same number around the rest of the world. According to GoGetFunding, among all the types of crowdfunding (including donation and loans), the equity crowdfunding segment grew the most from 2011-12—by an impressive 114%. And some projections show that $3-4 billion will be raised through equity crowdfunding in 2013. Just as tellingly, even as equity crowdfunding blossoms, venture firm investments are down.
Equity crowdfunding is more than just a new way of raising money. It’s filling a hole in funding. You may have noticed ‘the gap’ in financing between friends and family investments and venture capitalists. Angels (wealthy individuals who invest their own money in startups) are in the same “neighborhood” of contribution as friends and family. But they are not generally accessible, with 70% of their deals done locally (Halo Report, Angel Resource Institute.).
Equity crowdfunding is democratizing funding in more ways than one, including opening doors for women. Some crowdfunding sites boast great statistics on women-led investing. At Indiegogo, 42% of successful campaigns were female-led. A majority of offerings on CircleUp are women-led deals. Women have also been serial backers more than men.
Equity crowdfunding might be impacting angel investing as well. According to the Center for Venture Research, between 2011 and 2012 alone, the number of women angels increased by 80%: from 12% of investors to 22%. Part of this is likely attributable to the ability to identify deals online through crowdfunding sites.
I often hear women automatically dismiss themselves as potential angels. The reasons most commonly given:
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Increase your organization’s profile and gain access to a dynamic group of industry front runners. Learn more eBrochure | Prezi or contact us at casano@ncfacanada.org.
Financial Post by Barbara Shecter | December 4, 2013
The Ontario Securities Commission plans to issue a proposed crowdfunding exemption with a “registration framework” for online funding portals. The proposed exemption will be subject to a 90-day comment period from interested market participants.
In the new year, Canada’s biggest market regulator will move ahead with a handful of new proposals for capital raising without a prospectus — including crowdfunding.
The Ontario Securities Commission plans to issue a proposed crowdfunding exemption with a “registration framework” for online funding portals. The proposed exemption will be subject to a 90-day comment period from interested market participants.
The regulator said Wednesday it will consider other exemptions made popular in Western Canada, such as allowing friends and family and existing securities holders to purchase securities without the need for a costly prospectus vetted by regulators. The OSC will also publish an offering memorandum exemption, which will also be subject to the 90-day comment period.
Related: Crowdsourcing: Equity Crowdfunding FAQ in Canada
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Increase your organization’s profile and gain access to a dynamic group of industry front runners. Learn more eBrochure | Prezi or contact us at casano@ncfacanada.org.
MediaShift | By Paul Spinrad | December 4, 2013
Last month, the Securities and Exchange Commission published its long-awaited proposed rules for the most radical part of the JOBS Act of 2012. These rules set the terms for what’s called Regulation Crowdfunding, under which the general public will be allowed to invest limited amounts in small, unregistered securities. Regulation Crowdfunding represents one of the most momentous changes in U.S. federal securities laws since the Securities Act of 1933, which first established our legal framework for selling investments.
What’s remarkable is the way that the SEC wrote these rules. How much they draw from the crowd and how they’re framed represent another big change in how the SEC is open to working and that has implications for the future of the crowdfunding movement.
The JOBS Act gave the SEC the power to change many of its specifics as written, but the SEC’s proposed rules generally adhere to the original legislation. You can read a great outline of the rules, written by Kevin Laws of the startup platform AngelList, here. The main points are that people can invest between $2K and $100K annually in Regulation Crowdfunding offerings, via online “intermediaries” (platforms), while people issuing the investment can raise up to $1 million per year. Issuers must follow rules that include limiting any discussion of their offering to the intermediary platform and completing and maintaining filings such as résumés, recent tax returns if any, investment risks, the expected use of the investment proceeds, and full financial statements. For issues of over $100K, the financials must be formally reviewed or audited by a CPA.
The intermediaries, for their part, can be either traditional brokers, or else crowdfunding-only “funding portals” — a new legal category. In the latter case, they cannot handle money directly and also cannot recommend investments. But they are permitted to let users search, filter, and feature investment listings based on declared objective criteria. Wisely, the SEC also requires intermediaries to support open communication for the discussion of investments — a provision that had been in the original JOBS Act bill, but was inexplicably removed by the Senate.
As people have processed this 585-page document and set summaries of it percolating through various startup and investor communities, there’s a significant meta-aspect that’s only apparent from the primary source: a lot of this document came from the crowd. That’s what makes it so long. The proposed rules aren’t bloated with obscure bureaucratese and proceduralism, as some automatically assumed in reaction to the 585-page figure. On the contrary, much of the proposed rules’ bulk is dedicated to discussing comments that members of the public sent to the SEC over the past year and a half. And the SEC report doesn’t just list the public’s comments; it actually engages with them, summarizing their points and weighing them against one another in a well-considered rationale that’s written clearly and accessibly. Paging through the document, you’ll see that its most frequently used phrase is probably “Another commenter suggested…”
Furthermore, the SEC explicitly solicits additional input from the public, with 295 “Request for Comment” questions. Public comments on the proposed rules are rolling in now, and as with the previous set of public comments, they’re coming from experienced entrepreneurs, investors, regulators, crackpots, and everyone else. The most substantive and helpful that I’ve seen so far are from Paul M. Niederer, the CEO of the pioneering crowd investment platform ASSOB, which has been operating in Australia since 2005 with an impressive record of success and zero fraud. A grateful nation thanks you for your detailed consideration, Mr. Niederer.
Looking at the SEC’s proposed rules as a whole, it’s impressive and refreshing to see a government report that’s so in sync with the crowd. We’re all in there, cited and footnoted, anyone who took the time to tell the SEC how they think Regulation Crowdfunding should work. This is what democracy looks like. The SEC gets it; they value the wisdom of the crowd. On October 23, the day the report was released, SEC Chair Mary Jo White wore a bright green blouse, like a “Go” signal, and said that she wants this new Regulation Crowdfunding market to thrive. I believe her.
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Increase your organization’s profile and gain access to a dynamic group of industry front runners. Learn more eBrochure | Prezi or contact us at casano@ncfacanada.org.
PR NewsWire | February 14, 2013
Pioneering crowdfunding platform provides industry insights with 6 years of funding activityFAYETTEVILLE, Ark., Feb. 14, 2013 /PRNewswire-iReach/ -- EquityNet published today a free crowdfunding industry report containing statistics and trends based on U.S. businesses that used EquityNet from 2007 to 2012 to seek equity-based crowdfunding from accredited Reg D investors. Presented in the form of an embeddable infographic, the report presents some of the first statistics available on the original form of equity crowdfunding that involves the use of funding platforms such as EquityNet by accredited investors. It provides insight into how crowdfunding will appear under the deregulating provisions of the U.S. JOBS Act in which millions of non-accredited investors will be able to invest in privately-held businesses.
In introducing the report, Judd Hollas, EquityNet's founder and CEO, said that the crowdfunding industry is hungry for "more data and less rhetoric." "We are in the unique position of having 6 years of granular data from our patented platform and prepared this report to provide a statistical industry perspective for investors, entrepreneurs, policymakers, service providers, and others in the crowdfunding ecosystem. Although some high-level information has been available, the trends and statistics that emerge from this report present valuable new insights into the emerging crowdfunding industry."
The new report contains business composition statistics and trends for many important attributes and even demonstrates the effects of the recession. For example, the average amount of capital being sought by entrepreneurs has varied greatly since EquityNet launched its platform in 2007. In 2008 the average capital sought was $2.5 million and dropped to an average of $800,000 by 2010. The economic downturn also left its mark on companies' average pre-investment valuation, which fell from $6 million in 2008 down to nearly $3 million by 2010. Both of those metrics strengthened along with the economy by 2012.
Among other statistics presented and analyzed in the report are:
Hollas noted that the sample analyzed for the report involved over 1,000 businesses and emphasized the significance to the industry of the first data-driven report based on 6 years of operation in the equity crowdfunding industry. "We feel that these statistics provide the first-ever information that can be readily extrapolated to represent the entire crowdfunding industry. Our report contains 15 data-packed charts, graphs, and related commentary. We hope that entities in the crowdfunding ecosystem find our report helpful as we approach the anticipated early-2014 date for the SEC to finalize their regulation-making process that will give legs to the Title III of the JOBS Act of 2012."
EquityNet prepared this crowdfunding report in response to the widespread interest in equity crowdfunding as provided in the Jumpstart Our Business Startups (JOBS) Act that President Obama signed into law in April 2012. The JOBS Act relaxes regulations on fundraising for privately-held businesses and gives online funding platforms like EquityNet more flexibility in facilitating that fundraising. The crowdfunding provisions of the Act are getting the most attention because they will allow entrepreneurs to solicit the general public for investment, an activity that was previously prohibited. Proponents of the Act state that it will directly lead to more businesses starting and to increased employment – and that it will encourage business and technological innovation in the U.S.
EquityNet's Crowdfunding Industry Report can be embedded in any website and is available at www.equitynet.com/blog/us-equity-crowdfunding-activity-infographic
About EquityNet
EquityNet (www.equitynet.com) was launched in 2005 and is the original and only patented equity crowdfunding platform. It is used by thousands of entrepreneurs, angel investors, government entities, business incubators, and other members of the entrepreneurial community to plan, analyze, and capitalize privately-held businesses. EquityNet provides access to 12,000+ individual investors and has helped entrepreneurs across North America raise over $202 million in capital.
Media Contact:
Victoria Coppett, EquityNet LLC, 4794423638, vcoppett@equitynet.com
News distributed by PR Newswire iReach: https://ireach.prnewswire.com
SOURCE: EquityNet
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Increase your organization’s profile and gain access to a dynamic group of industry front runners. Learn more eBrochure | Prezi or contact us at casano@ncfacanada.org.
Brian Koscak Blog | December 3, 2013
A picture is worth a thousands words, however, a video is worth even more! So why write about certain ways to raise capital in Canada when Canadian securities regulators have prepared videos discussing certain prospectus exemptions that are publicly available.
In October 2013, the British Columbia Securities Commission released a new video called Capital Raising for Small Business and accompanying Guide. These are excellent learning tools to assist anyone trying to understand how to raise capital under certain prospectus exemptions in British Columbia.
Similarly, the Financial and Consumer Services Commission of New Brunswick (formerly the New Brunswick Securities Commission) has also previously released a Capital Raising Exemptions Video Series narrated by Jeff Harriman, Capital Markets Specialist.
Enjoy the videos!
Brian Koscak's Blog | Brian Koscak and Alixe Cormick | December 1, 2013
Preparing an offering memorandum (an OM) is no easy task. An issuer does not want to miss a form disclosure requirement or make a misrepresentation in its OM when raising capital under section 2.9 of National Instrument 45-106 – Prospectus and Registration Exemptions (commonly referred to as the OM exemption). Missing a requirement or making a misrepresentation has serious consequences which are discussed below.
New Brunswick and Saskatchewan have each established a program that allows a locally established entity within their respective jurisdiction to voluntarily pre-file its draft OM with the securities regulatory authority for review and comment before providing a final OM to investors. If either jurisdiction is not an issuer’s principal regulator, then we understand that an issuer cannot avail itself of this service. So how does it work?
In New Brunswick, issuers who have a registered office in the Province may provide a draft OM voluntarily for staff review and comment to identify any significant issues before it is used. The availability of this service is set out in Local Staff Notice 45-701 Voluntary Pre-Filing of Draft Offering Memoranda under National Instrument 45-106 Prospectus and Registration Exemptions (the NB Notice).
The NB Notice states that the NBSC reviews and compares an issuer’s pre-filed OM to the prescribed form requirements under the OM exemption and provides comments when an item is unclear or needs further clarification.
Issuers must understand that: (a) Staff’s comments do not indicate that the NBSC has assessed the merits of the offering or evaluated or endorsed the disclosure. Issuers are reminded that an OM must state that no securities regulatory authority or regulator has assessed or reviewed the merits of the security; and (b) the NBSC has not commented on whether there are any misrepresentations in the OM since it has not undertaken any due diligence review of the offering. Simply, issuers should look at this type of pre-filing review as a ‘second set of eyes’ to help reduce the risk of failing to satisfy the prescribed disclosure requirements under the OM exemption.
Any comments provided by the NBSC relate only to New Brunswick and are typically provided within 20 business days. There may also be a fee associated with such a filing.
In Saskatchewan, issuers may also voluntarily pre-file a draft OM with the FCCA for staff review and comment before it is used. Staff Notice 45-706 Voluntary Pre-Offering Review of Offering Memorandums Under NI 45-106 Prospectus and Registration Exemptions sets out the details. The FCCA states that issuers have regularly used this service since its inception in 2008 and it is primarily used by first time issuers.
In 2011, the FCCA published an amended Staff Notice 45-704 Review of Offering Memorandums under NI 45-106 Prospectus and Registration Exemptions (SK Staff Notice 45-704) and noted a number of disclosure deficiencies. A discussion of common OM disclosure deficiencies will be the subject of a future blog post but should be reviewed and considered by an issuer as it prepares its OM.
The OM exemption is based on providing sufficient and prescribed disclosure to investors thereby allowing an investor to make an informed investment decision. Failure to comply with the prescribed form requirements under the OM exemption may result in certain consequences. SK Staff Notice 45-704 provides a summary of such consequences which is set out below.
Issuers must ensure they get it right and satisfy the OM form requirements under the OM exemption. If they don’t there are serious consequences. Although a pre-filing review is a useful service, issuers are encouraged to work with experienced legal counsel to help them comply with their disclosure requirements.
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This blog is not intended to create, and does not create an attorney-client relationship. You should not act or rely on information on this blog post without first seeking the advice of a lawyer. This material is intended for general information purposes only and does not constitute legal advice. For legal issues that arise, the reader should consult legal counsel.
Co-author – Alixe Cormick is the founder of Venture Law Corporation located in Vancouver, British Columbia and a member of the Advisory Board of the National Crowdfunding Association of Canada. You can reach Alixe by phone at 604-659-9188, by e-mail at acormick@venturelawcorp.com, on twitter @AlixeCormick or on Google+.
Stikeman Elliot - Canadian Securities Law | Rhoda Aylward, Laura Levine and Chad Bass-Meldrum - | November 29, 2013
Streamlining access to capital has been a popular topic, with regulators around the g
lobe poised to implement various regulatory reforms aimed at simplifying the process for startup companies and small enterprises. As we’ve discussed in the past, the Ontario Securities Commission released a consultation paper on December 14, 2012, and a progress report on August 28, 2013, with respect to the OSC’s consideration of new capital raising prospectus exemptions in Ontario. According to the progress report, which will be discussed in more detail below, the OSC has been directed to focus on four new capital raising prospectus exemptions in the future, namely: (1) a crowdfunding exemption; (2) a family, friends and business associates exemption; (3) an offering memorandum exemption; and (4) a streamlined rights offering exemption. The focus of this post is crowdfunding.
Crowdfunding covers a wide range of online activities from charities soliciting donations to companies raising capital. In the case of financing a company, crowdfunding refers to a company selling small amounts of securities to a large number of investors via an internet portal intermediary. Crowdfunding can thus be considered an exchange of cash consideration for securities, which raises issues for securities regulators around the globe.
Currently crowdfunding is being used to finance companies in the United Kingdom without much regulatory oversight. According to the Financial Conduct Authority, most crowdfunding in the U.K. occurs without FCA authorization. The FCA has, however, authorized several securities based crowdfunding platforms.
Meanwhile, according to the Commissioner of the Australian Securities and Investments Commission, “crowdfunding, as a discrete activity, is not prohibited in Australia nor is it generally regulated by [the] ASIC.” That said, crowdfunding that involves offering or advertising financial products, providing financial services, or fundraising through securities requiring disclosure documents is regulated by the ASIC under the Corporations Act 2001 and the Australian Securities and Investments Commission Act 2001. The ASIC’s Class Order 02/273 – Business Introduction and Matching Services nevertheless provides exemptions from certain provisions of the aforementioned acts, effectively permitting funding portals to act as “introduction services” that bring together issuers seeking capital and investors, provided the terms of the Class Order are complied with.
As we discussed in October, the U.S. Securities and Exchange Commission recently proposed rules under the JOBS Act to permit companies to offer and sell securities through crowdfunding. Generally, the proposed rules limit the aggregate amount an issuer can raise through crowdfunding offerings to $1 million in any 12-month period. Investors with an annual income and net worth of less than $100,000 would be able to annually invest up to $2,000 or 5% of their annual income or net worth (whichever was greater). Investors with either annual income or net worth of at least $100,000 would be able to annually invest 10% of the greater of their annual income and net worth, up to $100,000.
Crowdfunding offerings would have to be conducted through a registered internet intermediary, either a broker-dealer or a funding portal, which would be prohibited from soliciting investments, offering investment advice, or compensating people for solicitations, and companies conducting crowdfunding offerings would be required to file certain information with the SEC, including among other things disclosure documents, financial statements and annual reports, all of which must be made available to the public.
The SEC is currently seeking public comment on the proposed rules. The Financial Industry Regulatory Authority is also soliciting public comment on a set of proposed funding portal rules and related forms.
Ultimately, the introduction of crowdfunding in the U.S., Australia, and the U.K. has prompted considerable discussion among the media, stakeholders, and securities regulators with respect to the opportunities and challenges of regulating crowdfunding in Canada.
While crowdfunding is not prohibited in Canada, companies issuing securities in exchange for capital are currently subject to prospectus requirements and intermediary online portals are subject to registration requirements, unless they can rely on existing exemptions. Pursuant to Canadian securities legislation and National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations, any person or company “in the business” of trading in securities (e.g. an internet portal intermediary) must register with the applicable securities regulator. According to Companion Policy 31-103CP, intermediating a trade between a seller and a buyer of securities, soliciting the buying and selling of securities, and being compensated for these services is considered to be engaging “in the business.”
Internet portals soliciting securities and intermediating trades between buyers and sellers for commissions are arguably in the business of trading in securities and must register, unless they are exempt. Pursuant to Canadian securities legislation, any person or company “distributing” securities (e.g. an issuing company) must file a prospectus providing full, true and plain disclosure of all material facts relating to the securities issued. That is, unless they are exempt under National Instrument 45-106 Prospectus and Registration Exemptions, for example.
Common exemptions for startup companies include the private issuer exemption for companies with less than 50 security holders who also satisfy certain other prescribed criteria; the accredited investor exemption for companies selling securities to institutional, high net worth, or higher income investors; and the minimum amount exemption for companies distributing securities to an investor who invests at least $150,000 in a single investment. Crowdfunding does not by definition directly fit within these capital raising exemptions.
The National Crowdfunding Association of Canada (NCFA Canada) is a cross-Canada crowdfunding hub providing education, advocacy and networking opportunities in the rapidly evolving crowdfunding industry. NCFA Canada is a community-based, membership-driven entity that was formed at the grass roots level to fill a national need in the market place. Join our growing network of industry stakeholders, fundraisers and investors. Increase your organization’s profile and gain access to a dynamic group of industry front runners. Learn more About Us | Prezior contact us at casano@ncfacanada.org.