Investments

Under the Securities Act of 1933, any offer to sell securities must either be registered with the SEC or meet an exemption. Regulation D (or Reg D) provides three exemptions from the registration requirements, allowing some smaller companies to offer and sell their securities without having to register the securities with the SEC.

Bank Of America Investment Rule 504 or Regulation D provides an exemption from the registration of the federal securities laws for some companies when they offer and sell up to $1,000,000.00 of their securities in any 12 month period.

Thanks for your expression of faith! As you correctly noted, SEC regulations would prevent us from promoting investment offerings in a public forum. That said, we have no firm time table set for an IPO at this time.

Investment Opportunity A company can use this exemption so long as it is not a Blank Check company and does not have to file reports under the Securities Exchange Act of 1934. Also, the exemption generally does not allow companies to solicit or advertise their securities to the public, and purchasers receive restricted securities, meaning that they may not sell the securities without registration or an applicable exemption.

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Banc Of America Investment Rule 504 does allow companies to make a public offering of freely tradable securities but only if one of the following circumstances is met:

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Banking Investment (1) The company registers the offering exclusively in one or more states that require a publicly filed registration statement and delivery of a substantive disclosure document to investors

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Investment Solution Strategic (2) A company registers and sells the offering in a state that requires registration and disclosure delivery and also sells in a state without those requirements, so long as the company delivers the disclosure documents required by the state where the company registered the offering to all purchasers (including those in the state that has no such requirements) or

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Investment Banking Services (3) The company sells exclusively according to state law exemptions that permit general solicitation and advertising, so long as the company sells only to "accredited investors.

Bank Investment An accredited investor is defined by federal securities law as:

Alternative Investment . a bank, insurance company, registered investment company, business development company, or small business investment company

Online Investment Services . an employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million

Accompany Essential Investment . a charitable organization, corporation, or partnership with assets exceeding $5 million

Investment Company . a director, executive officer, or general partner of the company selling the securities

Investment Management Solution . a business in which all the equity owners are accredited investors

Investment Management Services . a natural person who has individual net worth, or joint net worth with the person's spouse, that exceeds $1 million at the time of the purchase

Guide Investment Stock . a natural person with income exceeding $200,000 in each of the two most recent years or joint income with a spouse exceeding $300,000 for those years and a reasonable expectation of the same income level in the current year or

Investment Manual Solution . Any trust with total assets in excess of $5,000,000, not formed for the specific purpose of acquiring the securities offered, whose purchase of the securities is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment.

Investment Stock . even if a company makes a private sale where there are no specific disclosure delivery requirements, a company should take care to provide sufficient information to investors to avoid violating the anti fraud provisions of the securities laws. This means that any information a company provides to investors must be free from false or misleading statements. Similarly, a company should not exclude any information if the omission makes what is provided to investors false or misleading.

Essential Investment Solution Any information provided to an investor whether written or oral must be accurate in order not to violate the anti fraud provision,All securities offerings are subject to this provision.

Citicorp Investment Services This process provide a far less expensive way to take your company public than the traditional IPO, and it also provide a much faster track to having your company's shares listed and trading.

Fool Guide Investment Motley The Regulation D (504) offering is one method of going public we recommend to our clients, we normally conduct a review of the company to see if going public is a viable option for them.

Fidelity Investment Services For additional information please visit: http://www.genesiscorporateadvisors.com

Investment Management Joseph Quinones, President of Genesis Corporate Advisors has spent over 25 years in the securities industry. In 1992 he founded JDQ Financial Group, Inc. and proceeded to build it up from a one Man operation to the point where it employed many traders, advised numerous client, and generated millions in revenues. http://www.genesiscorporateadvisors.com

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