Entity Owned Entirely By Accredited Investors Clause Samples

The 'Entity Owned Entirely By Accredited Investors' clause defines a requirement that a particular entity must be wholly owned by individuals or entities who meet the legal criteria for accredited investors. In practice, this means that all shareholders, members, or partners of the entity must satisfy specific financial thresholds or professional standards as set by securities regulations. This clause is commonly used in private securities offerings to ensure compliance with exemptions from registration requirements, thereby reducing regulatory risk and ensuring that only sophisticated parties participate in certain transactions.
Entity Owned Entirely By Accredited Investors. A corporation, partnership, private investment company or similar entity each of whose equity owners is an accredited investor. (If this category is checked, please also check the additional category or categories under which each equity owner qualifies as an accredited investor.) ☐ I do not qualify for any of the above.
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Entity Owned Entirely By Accredited Investors. A corporation, partnership, or similar entity each of whose equity owners is either a natural person who meets one of the requirements set forth with respect to individuals in the Section 1 of this Certificate (Individual Accredited Investor) or an entity each of whose equity owners meets the test under this Section 2 of this Certificate (Entity Accredited Investor).
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Entity Owned Entirely By Accredited Investors. A corporation, partnership, private investment company or similar entity each of whose equity owners is a natural person who is an accredited investor. (If this category is checked, please also check the additional category or categories under which each natural person qualifies as an accredited investor.) ¨ Professional Certifications. A natural person who holds in good standing one or more professional certifications or designations or credentials from an accredited educational institution that the SEC has designated as qualifying an individual for accredited investor status. ¨ Corporations or Partnerships. A corporation, limited liability company, partnership, or similar entity that has in excess of $5 million of assets and was not formed for the specific purpose of acquiring the Shares. ¨ Other Institutional Investor (check one). ¨ A bank, as defined in Section 3(a)(2) of the Securities Act (whether acting for its own account or in a fiduciary capacity). ¨ A savings and loan association or similar institution, as defined in Section 3(a)(5)(A) of the Securities Act (whether acting for its own account or in a fiduciary capacity. ¨ A broker-dealer registered under the Securities Exchange Act of 1934, as amended. ¨ An insurance company, as defined in section 2(13) of the Securities Act. ¨ An investment company registered under the Investment Company Act. ¨ A “business development company,” as defined in Section 2(a)(48) of the Investment Company Act. ¨ A small business investment company licensed under Section 301(c) or (d) of the Small Business Investment Act of 1958, as amended. ¨ A “private business development company” as defined in Section 202(a)(22) of the Investment Advisers Act of 1940, as amended. ¨ An investment advisor registered pursuant to the Investment Advisers Act of 1940 or pursuant to the laws of a state or relying on an exemption under such act. ¨ A Rural Business Investment Company.
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Entity Owned Entirely By Accredited Investors. A corporation, partnership, or similar entity each of whose equity owners is either a natural person whose individual net worth, or joint net worth with his or her spouse, exceeds $1 million or an entity each of whose equity owners meets this test. Evidence that equity owners are accredited must be provided supplementally.
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Entity Owned Entirely By Accredited Investors. A corporation, partnership, private investment company or similar entity each of whose equity owners is a natural person who is an accredited investor. (If this category is checked, please also check the additional category or categories under which each natural person qualifies as an accredited investor.) ☐ Professional Certifications. A natural person who holds in good standing one or more professional certifications or designations or credentials from an accredited educational institution that the SEC has designated as qualifying an individual for accredited investor status. ☐ Corporations or Partnerships. A corporation, limited liability company, partnership, or similar entity that has in excess of $5 million of assets and was not formed for the specific purpose of acquiring the Shares. ☐ A savings and loan association or similar institution, as defined in Section 3(a)(5)(A) of the Securities Act (whether acting for its own account or in a fiduciary capacity. ☐ A broker-dealer registered under the Securities Exchange Act of 1934, as amended. ☐ An insurance company, as defined in section 2(13) of the Securities Act. ☐ An investment company registered under the Investment Company Act. ☐ A “business development company,” as defined in Section 2(a)(48) of the Investment Company Act. ☐ A small business investment company licensed under Section 301(c) or (d) of the Small Business Investment Act of 1958, as amended. ☐ A “private business development company” as defined in Section 202(a)(22) of the Investment Advisers Act of 1940, as amended. ☐ An investment advisor registered pursuant to the Investment Advisers Act of 1940 or pursuant to the laws of a state or relying on an exemption under such act. ☐ A Rural Business Investment Company.
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Related to Entity Owned Entirely By Accredited Investors

  • Accredited Investors Each of the Consultants represents and warrants that, by reason of income, net assets, education, background and business acumen, the Consultants have the experience and knowledge to evaluate the risks and merits attendant to an investment in shares of common stock of ▇▇▇▇▇▇▇▇, either singly or through the aid and assistance of a competent professional, and are fully capable of bearing the economic risk of loss of the total investment of services; further, they are "accredited investors" as that term is defined under the 1933 Act or the rules and regulations promulgated thereunder.

  • Accredited Investor Status The Buyer is an “accredited investor” as that term is defined in Rule 501(a) of Regulation D (an “Accredited Investor”).

  • Accredited Investor Status or Investment Limits Subscriber represents that either: (i) Subscriber is an “accredited investor” within the meaning of Rule 501 of Regulation D under the Securities Act. Subscriber represents and warrants that the information set forth in response to question (c) on the signature page hereto concerning Subscriber is true and correct; or (ii) The purchase price set out in paragraph (b) of the signature page to this Subscription Agreement, together with any other amounts previously used to purchase Securities in this offering, does not exceed 10% of the greater of the Subscriber’s annual income or net worth. Subscriber represents that to the extent it has any questions with respect to its status as an accredited investor, or the application of the investment limits, it has sought professional advice.

  • Transfers to Non-QIB Institutional Accredited Investors The following provisions shall apply with respect to the registration of any proposed transfer of a Transfer Restricted Security to any Institutional Accredited Investor that is not a QIB (other than any Person that is not a U.S. Person as defined under Regulation S, a "Foreign Person"): (i) the Registrar shall register the transfer of any Note, whether or not such Note bears the Private Placement Legend, if (x) (A) the requested transfer is at least two years after the later of the Issue Date of the Notes and (B) the proposed transferee has certified to the Registrar that the requested transfer is at least two years after last date on which such Note was held by an Affiliate of the Company, or (y) the proposed transferee has delivered to the Registrar (A) a certificate substantially in the form of Exhibit E hereto and (B) such certifications, legal opinions and other information as the Trustee and the Company may reasonably request to confirm that such transaction is in compliance with the Securities Act; and (ii) if the proposed transferor is an Agent Member holding a beneficial interest in the Global Note, upon receipt by the Registrar of (x) the documents, if any, required by clause (i) and (y) instructions given in accordance with the Depositary's and the Registrar's procedures, the Registrar shall reflect on its books and records the date and a decrease in the principal amount of the Global Note in an amount equal to the principal amount of the beneficial interest in the Global Note to be transferred, and the Company shall execute, and the Trustee shall authenticate and deliver, one or more Certificated Notes of like tenor and amount.

  • Accredited Investor The undersigned is an “accredited investor” as defined in Regulation D promulgated under the Securities Act of 1933, as amended.