Offerings on the CrowdStreet Marketplace must comply with SEC regulations that restrict investing to accredited investors only. When creating your Investing Account, you will be required to provide proof of accreditation.
Accredited investors, as defined by the SEC, are those who meet the following criteria:
Individuals
– with a pre-tax income exceeding $200,000 annually for the past two years, with reasonable expectation of maintaining or exceeding that total income the following year; OR
– with a net worth of more than $1 million, excluding the value of the primary residence; OR
– holding a Series 7, Series 82, or Series 65 that is active and in good standing
Joint Individuals
– with a combined pre-tax income exceeding $300,000 annually for the past two years, with reasonable expectation of maintaining or exceeding that total income the following year; OR
– with a combined net worth of more than $1 million, excluding the value of the primary residence
Trusts
– with more than $5,000,000 in total assets, and not formed for the specific purpose of acquiring the subject securities; OR
– in which all grantors or settlers are accredited individuals (only applies to revocable trusts)
Entities
-with more than $5,000,000 in total assets, and not formed for the specific purpose of acquiring the subject securities; OR
-in which all equity owners, regardless of ownership percentage, are accredited individuals
Within the ‘accreditation verification’ tab of your Investing Account, you will be provided the following options
If a template is helpful, please find one here:
Investor Verification Letter Template.
Please note that third-party letters are only valid for 90 days from date of issuance.
Per SEC Rule 230.506(c)(2)(C), before accepting an investor into an offering, sponsors must obtain written proof of an investor’s accreditation status from a qualified third-party. If a third-party letter is provided, this will be passed to the sponsor directly and must be dated within the past 90 days.
As a qualified party, CrowdStreet can maintain your financial documents for one year and use those to continuously confirm your accredited status every 90 days to sponsors. After a year, we will need updated financial documents for review.
Please see a list of documents needed to prove accreditation status.
Regulations requiring that investors be accredited are intended to protect the investors. Offerings published on the CrowdStreet Marketplace are exposed to a number of risk factors, including illiquidity and the potential for a full loss of capital, and are not registered and monitored by the SEC. Therefore, they are only available to those investors who have the baseline knowledge of such investments, their associated risks, and can bear the burden of full loss of capital.
You will only need to show proof of your status as an accredited investor when making an investment. Once an investment is made, you do not need to maintain proof of your status and an expired accreditation status within your Investing Accounts will not have an impact on the investment. When you are ready to make your next investment, you will need to ensure your proof of status is up to date.
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All investments on the CrowdStreet Marketplace require the investor to be an accredited investor. However, there are other tiers of investor designations that impact different exemptions outlined by the SEC.
Therefore, while every investor who invests through the CrowdStreet Marketplace will need to qualify as an accredited investor, some deals may require other additional investor qualifications. Two examples are Qualified Client and Qualified Purchaser.
What is a Qualified Client?
The definition of “Qualified Client” is found in the Investment Advisers Act of 1940 (specifically 17 C.F.R. § 275.205-3). In order to be considered a qualified client, you must meet one of the following criteria:
The definition of “Qualified Purchaser” is found in the Investment Company Act of 1940 (specifically, 15 U.S.C. § 80a-2(a)(51)). In order to be considered a qualified purchaser, you must meet one of the following criteria:
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