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Can I raise money through an initial coin offering (ICO) without violating securities laws in Nevada? What are the requirements?

Requirements for Raising Money through an ICO in Nevada

To raise money through an initial coin offering (ICO) without violating securities laws in Nevada, you must comply with the registration requirements of the Securities Act of 1933 or qualify for an exemption from the registration requirements [2]. ICOs are considered securities offerings, and therefore, subject to securities laws and regulations [5].

The registration requirements of the Securities Act of 1933 include filing a registration statement with the Securities and Exchange Commission (SEC) and providing investors with a prospectus that discloses all material information about the offering [2]. However, many ICO participants are evading the registration requirements by failing to register the token offering or qualify for an exemption from the registration requirements [2].

To qualify for an exemption from the registration requirements, you must meet certain conditions, such as limiting the offering to accredited investors or complying with the crowdfunding rules [2]. The crowdfunding rules allow companies to raise up to $5 million in a 12-month period through crowdfunding offerings that are conducted through a registered crowdfunding portal or broker-dealer [2].

In summary, to raise money through an ICO in Nevada without violating securities laws, you must comply with the registration requirements of the Securities Act of 1933 or qualify for an exemption from the registration requirements. It is advisable to consult with a securities attorney to ensure compliance with all applicable laws and regulations.

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Source(s):
Jurisdiction

Nevada