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Reg D 506(b) vs 506(c) — Can I Advertise My Fundraise?

Started by reg_d_which_exemption · Nov 26, 2025 · 6 replies
For informational purposes only. This is not legal advice.
RD
reg_d_which_exemptionOP

Looking for advice on this situation. Reg D 506(b) vs 506(c) - Can I Advertise My Fundraise? Any guidance would be greatly appreciated.

Details: I'm in a situation where I need to understand my legal options. Has anyone dealt with something similar?

DE
DianaR_EmpLawAttorney

At the seed stage, simplicity wins. SAFEs are simpler than convertible notes (no maturity date, no interest). But some investors prefer the forced conversion mechanic of a note. Know your leverage.

TE
TechFounderMike

Securities compliance isn't optional. Even for a friends-and-family round, you need a proper exemption (usually Reg D 506(b)). The penalties for unregistered securities offerings are severe and personal.

FB
FrustratedTenant_Brooklyn

At the seed stage, simplicity wins. SAFEs are simpler than convertible notes (no maturity date, no interest). But some investors prefer the forced conversion mechanic of a note. Know your leverage.

DE
DianaR_EmpLawAttorney

At the seed stage, simplicity wins. SAFEs are simpler than convertible notes (no maturity date, no interest). But some investors prefer the forced conversion mechanic of a note. Know your leverage.

SC
scammed_car_buyer

Securities compliance isn't optional. Even for a friends-and-family round, you need a proper exemption (usually Reg D 506(b)). The penalties for unregistered securities offerings are severe and personal.

RD
reg_d_which_exemptionOP

Update: Thanks everyone for the guidance. I consulted with an attorney and we're moving forward. The advice here helped me understand what questions to ask and what to expect. Will update when there's a resolution.

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