In her Development magazine article “Private Equity Finance and Securities Compliance for Real Estate Developers,” Partner Suzanne Mulvihill discussed why developers and property owners must understand the risks involved in recruiting passive investors.
“Developers face two potential pitfalls where securities compliance is triggered: 1) registration of the securities themselves and 2) sale of the securities by an unauthorized person,” wrote Mulvihill. “Under the Securities Act of 1993, any offer to sell securities must either be registered with the Securities and Exchange Commission (SEC) or meet an exemption.”
Mulvihill noted that developers should procure legal advice before raising private equity for any transaction to ensure compliance with securities laws, and failure to do so could lead to SEC enforcement actions, fines, penalties, private rights of rescission and/or criminal prosecution.
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