Legal Question in Investment Law in New York

Business & Paper Assets

To whom it may concern,

What I need to know is this, I want to start a company where i can issue stock and sell it to investors for x amount a share, then in turn I want to use that capital for various investments stocks, real estate, bonds etc. and pay my stock holder in dividends and or buy backs at higher price. I do not have a series 7. Can this be done and if not this way, which way ?


Asked on 2/06/06, 9:05 am

1 Answer from Attorneys

Robert DiPaolo The Fidelis Group, LLC

Re: Business & Paper Assets

You do not need a Series 7 to do what you plan, but you will more than likely need to register as an investment advisor under the '34 Act, and you will need to qualify each investor as a "qualified investor" under the '34 Act, since I imagine you that intend to sell shares to investors in a private placement, rather than a registered offering. I recommend that you consult a lawyer with experience in these matters before proceeding. Otherwise, you may inadvertently violate securities laws, and end up giving your investors a right to rescission (ie, a right to get their money back) if your investment company and your offering of securities is not structured properly so as to comply with the various securities laws that will be applicable. The lawyers at The Fidelis Law Group are experienced in dealing with these sorts of matters, as well as structuring up investment funds, ie, setting up your company, preparing the necessary investment documentation, registering you as an investment advisor, and providing counsel with respect to applicable securities laws. If you would like to discuss this further, please contact The Fidelis Law Group at [email protected] (with copy to [email protected]).

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Answered on 2/06/06, 5:40 pm


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