Accredited Investor Definition – What is an accredited investor?

You are an “accredited investor” as defined in Rule 501(a) of Regulation D under the Securities Act. An “accredited investor” includes:

• Any natural person that has: (i) an individual net worth, or joint net worth with his or her spouse, of more than $1 million (excluding the value of the investor’s primary residence), or (ii) individual income in excess of $200,000, or joint income with his or her spouse in excess of $300,000, in each of the two most recent years and has a reasonable expectation of reaching the same income level in the current year;
• Any bank as defined in Section 3(a)(2) of the Securities Act, any savings and loan association or other institution as defined in Section 3(a)(5)(A) of the Securities Act whether acting in its individual or fiduciary capacity;
• Any broker or dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934, as amended;
• Any insurance company as defined in Section 2(13) of the Securities Act;
• Any investment company registered under the Investment Company Act of 1940 or a business development company (as defined in Section 2(a)(48) of that Act);
• Any small business investment company licensed by the U.S. Small Business Administration under Section 301(c) or (d) or the Small Business Investment Act of 1958, as amended;
• Any private business development company (as defined in Section 202(a)(22) of the Investment Advisers Act of 1940, as amended);
• Any corporation, Massachusetts or similar business trust, partnership or organization described in Code Section 501(c)(3) that has total assets over $5,000,000 and was not formed for the specific purpose of acquiring Interests;
• Any trust, with total assets in excess of $5,000,000 that was not formed for the specific purpose of acquiring Interests and whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he or she is capable of evaluating the merits and risks of an investment in Interests (as described in Rule 506(b)(2)(ii) of Regulation D); and
• Any entity in which all of the equity owners are “accredited investors.”

For purposes of calculating your net worth, “net worth” is defined as the difference between total assets and total liabilities, excluding the value of the investor’s primary residence. In the case of fiduciary accounts, the net worth and/or income suitability requirements must be satisfied by the beneficiary of the account or by the fiduciary, if the fiduciary directly or indirectly provides funds for the purchase of Interests.