EquiDeFi is cloud-based software for private investing.
Private capital – where companies raise new capital directly from investors – requires one-to-one contact between a company and each investor.
EquiDeFi believes that many issuers desire to expand their retail investor reach but the practical realities of navigating difficult compliance requirements with many investors leads to a simple decision to place early shares with just a few institutions or to rely on commission based broker-dealers with access to institutions to market their offering, prior to the time for an initial public offering (IPO) to retail investors. By the time the retail investor is invited to invest, the IPO valuation far outstrips the early opportunity for the institutions who by then have already reaped manifold returns.
EquiDeFi replaces fragmented complex workflows with a centralized, cloud-based platform that handles large numbers of document executions, payment processing, compliance checks, and audit-ready recordkeeping in a single digital environment available online and on mobile devices.
EquiDeFi is specifically for Regulation D, Regulation A+ (Tier 2) and Regulation S offerings. Issuers integrate an “Invest Now” link, button, or QR code with their own marketing channels, and EquiDeFi’s platform seamlessly manages investor intake, from suitability and background checks through closing.
No. EquiDeFi is not a broker-dealer and does not provide investment advice or recommendations. It provides software designed by securities and compliance professionals that supports issuers needs for compliance and capital formation solutions.
Companies of all sizes use EquiDeFi. The platform software has already been used by issuers raising from as little as $2 million to as much as $500 million. Current and prior offerings can be seen under “Live Offerings”
When founders are unable or no longer willing to support the capital needs of their business. When later stage companies seek capital for growth or expansion. EquiDeFi should be considered an option for public and private companies alike, either alone or in conjunction with other strategies. Many issuers have a large organic following of enthusiastic users of their products or subscribers who may like an opportunity to own a piece of a business they love. If an alternative to institutions or venture capital is desired, an issuer may prefer to stay independent and market its own offering to users and others at lower cost and with complete independence.
Yes. The platform has been used by both publicly traded and private companies, to manage large-scale offerings across a broad range of industries including PIPEs and pre-IPO offerings. Current and prior offerings can be seen under “Live Offerings”
EquiDeFi provides software that centralizes investor intake, compliance checks, payments, document execution, and recordkeeping in a single digital workflow. Issuers manage the process themselves or alongside the broker-dealers they engage.
Raising capital by selling securities is heavily regulated by the SEC and federal law. You should consult your own attorney about your offering. EquiDeFi provides infrastructure tools but does not replace legal counsel. Issuers can also choose to work with one or more investment banker or broker-dealer/finder to assist or go it alone. EquiDeFi does not provide legal or investing advice of any kind.
Issuers embed an “Invest Now” link, button, or QR code into their own marketing campaigns. Authorized representatives of the issuer then use the EquiDeFi platform to handle investor onboarding, compliance, and closing.
Issuers can typically onboard and launch an offering in as little as 48 hours, depending on documentation readiness and applicable regulatory requirements.
No. EquiDeFi does not charge transaction-based fees tied to the size or success of an offering. Licensees pay convenience fees from a menu of services, and never pay success-based commissions.
No. EquiDeFi does not provide marketing or promotional services. Issuers use their own marketing channels and may engage third-party marketing firms. EquiDeFi provides the compliant infrastructure for investor onboarding, payments, and closing.
All offering terms and conditions—including valuation, type of securities, total offering size, minimum investment amount, timing, and closing—are decided by the issuer and its advisors. The platform mirrors the way offerings are structured outside of an online environment. Standard terms and conditions of use are posted at www.equidefi.com.
EquiDeFi principally supports offerings under Regulation D Rule 506(c) and Regulation A+ (Tier 2). The JOBS Act (2012) and subsequent SEC rulemaking expanded access to private capital markets by reducing regulations. The full potential of those changes has been limited and issuers often bypass these valuable options due to professional bias and unfamiliarity with purpose-built technology to handle the complex process of raising capital from a multitude of individual investors, rather than venture capital or private equity firms. EquiDeFi is designed to bridge that gap.
Regulation D 506(c) allows issuers to raise an unlimited amount of capital from accredited investors without SEC review, filing delay, or audited financial statements.
Regulation A+ (Tier 2) allows issuers to raise up to $75 million in a 12-month period but also requires issuers secure costly audited financial statements and make an SEC filing on Form 1-A and receive clearance of an offering circular before the offering can proceed.
In comparison to Rule 506(c), SEC review of a Regulation A offering can take months while Rule 506(c) requires no delay other than the time to prepare and launch the offering circular and subscription documents with counsel, to be uploaded to the platform.
Yes. Offerings conducted under Regulation D Rule 506(c) and Regulation A+ now permit what is called general solicitation to locate suitable investors. Many issuers use newspaper and magazine advertisements, public websites, emails, text messaging, television or radio broadcasts, and seminars to reach potential investors. See the SEC’s guidance at SEC.gov.
The SEC has not formally defined “general solicitation” but a communication that conditions the market for a transaction, promotes capital-raising, or arouses public interest in an offering is generally viewed as an offer of securities. Whether general solicitation is permitted depends on the regulatory pathway the issuer has chosen, such as Rule 506(c) or Regulation A (Tier 2).
EquiDeFi is designed with U.S. regulatory requirements in mind and supports compliance workflows for exempt offerings. Issuers of exempt securities must use reasonable steps to perform background checks to confirm investor suitability and EquiDeFi provides the tools. From KYC and background screening through Pesona, confirmation of accredited investor income and assets through Plaid, and AML checks through use of one of our payment processors for credit, ACH or crypto we provide a menu of services designed to make compliance seamless. However, legal compliance is the responsibility of each licensee and its own legal and compliance advisors.
EquiDeFi provides easily navigable dashboards that allow issuers and their agents to easily review investor information directly on platform and approve or disapprove each investor.
Issuers relying on Rule 506(c) must take reasonable steps to verify that each investor is accredited. Whether those steps are reasonable is an objective, facts-and-circumstances determination made by the issuer (or those acting on its behalf) for each purchaser and transaction. EquiDeFi provides tools—including Plaid integration—to support that verification process. For more information the SEC has published guidance and a recent no-action letter at SEC.gov.
Yes. EquiDeFi maintains detailed, auditable records of each investor interaction and executed agreements, and offering documentation which are retained for future review in the issuer dashboard view. All investor communications are captured and preserved, and copies can be provided to brokers for regulatory compliance.
Issuers must maintain records of investor communications, executed agreements, compliance checks, payments, and closing documentation for regulatory and audit purposes. EquiDeFi captures and retains all of this information for a designated retention period.
Each investor receives a dedicate investor “vault” assigned to each email used for their login when making an investment. EquiDeFi creates an investor vault where every investment using that login id is listed, and all their executed documents as well as copies of the original offering materials can be viewed or downloaded.
EquiDeFi supports multiple payment methods, including ACH, credit cards, and digital wallet crypto payments for a small service fee depending on the offering. Traditional wires or checks sent off platform may incur additional fees since they must be manually input on the platform.
EquiDeFi never holds investor funds. Investor payments are collected through Stripe (or other third party processors) which establish a direct account with the issuer or its escrow agent. Funds flow to escrow or directly to the issuer’s designated account.
If desired. Escrow services are supported for offerings that require them. As with all offering terms, the decision to use escrow is made by the issuer and its advisors.
Yes. EquiDeFi includes digital signature and document execution tools to streamline investor closings.
EquiDeFi reduces compliance friction by automating investor screening, document execution, and audit-ready recordkeeping, allowing brokers to manage more investors across more deals with fewer operators and registered representatives.
No. EquiDeFi complements existing broker-dealer, legal, and compliance relationships by providing infrastructure tools that support their workflows and compliance responsibilities.
Yes. EquiDeFi’s dashboards allow brokers and advisors to monitor investor activity, compliance status, and closing progress across multiple offerings in real time.
Not always. Requirements depend on the offering structure and applicable regulations. Many issuers choose to work with brokers or advisors—which EquiDeFi recommends—while others manage raises internally using their own staff, accountants, or lawyers.
Yes. EquiDeFi is built to support offerings with thousands of investors while maintaining compliance, reporting, and operational accuracy and efficiency.
Private offerings on EquiDeFi support an unlimited amount of investor interest. The practical constraint is operational and compliance capacity of the teams responsible for compliance review and closings, not investor demand—which is exactly the bottleneck EquiDeFi is designed to remove.
Companies typically need defined offering terms, a term sheet, appropriate disclosure documents, subscription agreements, and a compliant process for investor onboarding, payments, and recordkeeping, which are delivered electronically when downloaded by investors on EquiDeFi and also available in their investor vault once closing occurs.
Timelines vary widely depending on demand, preparation, and marketing reach. Delays can arise from lack of engagement by broker-dealers, marketing outreach design, lack of follow through, as well as economic conditions and investor sentiment.
Common causes include unattractive valuations or terms, limited investor interest in the industry or management team, and—separately—operational failures: a complicated investing process, inability to communicate with investors or complete and retrieve necessary paperwork, confusing documents, fragmented workflows, and an inability to manage repeated one-to-one outreach at scale.
