How to Structure Passive Investments with Amy Wan, Episode 86

John Casmon

6 years ago

Are you looking to raise capital or become a partner on a real estate deal? You’ll want to make sure you understand key SEC Regulations and guidelines. Today, we tapped Amy Wan, the Founder and Chief Legal Hacker for Boot Strap Legal. Amy was included in the “Top Ten Women to Watch in LegalTech” by ABA and she served as legal counsel for one of the first crowdfunding firms to use 506c. Amy joins us to share the difference between a joint venture and a syndication, how to structure deals with passive investors and what you can and can’t say on social media.

Key Market Insights

Started doing international policy and governmental affairs
Put together one of the first real estate crowdfunding platforms using 506c
Worked at boutique crowdfunding and came across many first-time operators who could not afford the syndication costs
People doing small business had problems complying with security laws
Started boot strap legal to create “turbotax” for real estate syndication legal
Instead of spending an hour on the phone with the attorney, they can input the info and save time and money
System is setup for Regulation D 506 b and 506 c deals
Difference between JV and Syndication – JV has no passive investors; Syndication is selling securities to passive investors
You cannot publicize your offerings on social media
If you are taking funds from someone and not using a PPM, ensure person is an accredited investor
Accredited: $200k annual income, $300k joint income, $1MM net worth (minus primary home)
When you accept money from non-accredited investor, you are required to have all the PPM documents
SEC assumes that accredited investors have money to lose and know what they’re doing
If you’re not going to do a PPM, at a minimum, create an entity and only take money from accredited investors
If you are communicating to a closed group people aware that you are a real estate syndicator, you can share that you have
When connecting with social media, add people to database and have two touchpoints
Best tips for syndicators: Over-communicate when things are not going well, investors assume the worse when they don’t get updates
Sagewise is a new platform working with blockchain smart contracts
Want to learn the financial side of real estate syndications