ArKay Private Shares – Accredited Investor Requirements
As a privately held company, ArKay Beverages is not subject to the public reporting requirements imposed on publicly traded companies by the U.S. Securities and Exchange Commission (SEC). However, to protect investors and maintain fair, orderly markets, the SEC does regulate how private securities are sold—most notably by limiting such offerings to accredited investors.
This requirement helps ensure that individuals who invest in high-risk ventures like startups possess the financial means to bear potential losses and the sophistication to understand the risks involved.
Who Qualifies as an Accredited Investor?
Per Rule 501(a) of Regulation D under the Securities Act of 1933, an accredited investor is defined as either a natural person or an entity that meets one or more of the following criteria:
For Individuals (Natural Persons):
Income: Annual income of over $200,000 individually, or $300,000 jointly with a spouse or equivalent, in each of the last two years, with a reasonable expectation of the same in the current year.
Net Worth: Net worth exceeding $1 million, either individually or jointly with a spouse or equivalent, excluding the value of the primary residence.
Company Insider: A director, executive officer, or general partner of the issuing company.
Professional Certification: Holder of one or more qualifying financial licenses, such as Series 7, Series 65, or Series 82.
Family Clients: Individuals affiliated with a “family office”, which is a private wealth management advisory firm serving ultra-high-net-worth families.
For Entities:
Regulated Entities: Banks, insurance companies, registered investment companies, business development companies, broker-dealers, and registered investment advisors.
Asset Threshold: Entities with assets exceeding $5 million, not formed solely for the purpose of purchasing the offered securities.
Ownership Structure: Any entity in which all equity owners are accredited investors.
Verification of Accredited Investor Status
To remain compliant with SEC regulations, private share offerings must meet the conditions for exemption from registration—most commonly under Regulation D.
To confirm eligibility:
- Investors will be asked to complete an Accredited Investor Questionnaire at the time of investment.
- Additional verification may be required depending on the specific exemption used.
- ArKay provides a sample questionnaire to facilitate this process.
- Regulatory Filings : If capital is raised through private offerings to accredited investors, the following filings are generally required:
- Form D must be submitted to the SEC within 15 days of the first sale of securities.
- State Filings: Additional filings may be required depending on the states where the offering is made.
- Always consult with legal counsel to ensure full compliance with both federal and state securities laws.
Contact Us
If you meet the accredited investor criteria and are interested in investing in ArKay, please complete the investor questionnaire and send it to: INVEST@ARKAYBEVERAGES.COM
We look forward to exploring this exciting opportunity with you.