Reg CF & JOBS Act Inflation Adjustments 2022

Reg CF rules have been updated to reflect the change in inflation, which became effective last night upon publishing in the Federal Register. The amendments increase certain of these thresholds, including the following:

SEC Rule 100: Offering Maximum and Investment Limits

• Threshold for assessing investor’s annual income or net worth to determine investment limits (Rules 100(a)(2)(i) and 100(a)(2)(ii))

OLD = $107, 000; NEW = $124, 000

• Lower threshold of Regulation Crowdfunding securities permitted to be sold to an investor if annual income or net worth is less than $124,000 (Rule 100(a)(2)(i))

OLD = $2,200; NEW = $2,500

• Maximum amount that can be sold to an investor under Regulation Crowdfunding in a 12-month period (Rule 100(a)(2)(ii))

OLD = $107, 000; NEW = $124, 000

SEC Rule 201(t): Issuer Financial Statement Requirements

• 201(t)(1): OLD = $107, 000; NEW = $124, 000

• 201(t)(2): OLD = $535,000; NEW = $618, 000

• 201(t)(3): OLD = $1,070,000; NEW = $1,235,000

Please refer to SEC documentation when making updates.

References:
Fact Sheets: https://www.sec.gov/files/33-11098-fact-sheet.pdf
Federal Register: https://www.federalregister.gov/documents/2022/09/20/2022-19867/inflation-adjustments-under-titles-i-and-iii-of-the-jobs-act