What Happens When You Dont File Your Form D

And the form D is something that we file within 15 days, 1-5 of the first sale. So as soon as you get the first money or doc signed, you’ve got 15 days to just notify the SEC that you’re raising this money. We don’t ask it for permission, we’re just letting them know, hey, we’re over here raising money. And then a copy of that’s going to go to every single state that you have investors in. And that has to be within 15 days of the first sale in every single state. The SEC clearly takes the position that failing to file a form D does not blow your exemption, but the states don’t necessarily agree with that. So there are a couple of states out there that are just notoriously bad. And so if you fail to file in like Utah or Wisconsin, you’re getting a nasty letter. They’re going to claim that you violated all these securities laws and blah, blah, blah, blah, blah. And at the end of the day, it’s none of that. But you’re going to spend attorney time responding. You’re going to end up paying a $1,000 fine or whatever. And potentially, they could bar you from raising capital in that state.

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