If you read our previous blog series on exempt offerings (available here) or attended one of our presentations on raising capital through exempt offerings, you know that the definition of “security” under federal law is extremely broad and includes, among other things, “any note, stock, . . . , certificate of interest or participation in any profit-sharing agreement . . . , or in general, any instrument commonly known as a “security”. . . .”[1] Interests in certain business entities, such as limited liability companies and limited partnerships, are likely to be securities, so if you have a fractional interest in a piece of real property owned by such entities, for example, chances are that it is a security subject to regulation as security (among other laws).… Read the rest
