Outline

Introduction: Who Are We? (Dave, Jon,

Silvia)

The JOBS Act- Background: History of Securities Regulation- The JOBS Act in the Process of De-Regulation

Fraud: Who Can We Trust?

WhenYouWish.com.br

What is a security?

The oldest stock in the world, issued by the Dutch East India Company (Vereenigde Oost-Indische Compagnie or VOC), 1606.

What is not a security?

PROBABLY Taxes?

With stocks comes…

bolhas especulativas

$50 Billion $905 Billion

Reg D Offerings are also known as “Private Placements”

http://www.sec.gov/info/smallbus/acsec/acsec103111_analysis-reg-d-offering.pdf

US$905Bln

http://www.sec.gov/info/smallbus/acsec/acsec103111_analysis-reg-d-offering.pdf

http://www.wcl.american.edu/journal/lawrev/33/warren.pdf

When Enacted in 1982, Reg D was Met With a Lot of Criticism -- Still Today

http://www.sec-oig.gov/Reports/AuditsInspections/2009/459.pdf

Reg D Focuses on “Accredited Investors”

Net worth of at least one million US dollars, not including the value of one's primary residence

OR

Have made at least $200,000 each year for the last two years (or $300,000 together with his or her spouse if married) and have the expectation to make the same amount this year.

http://www.crowdfunder.com/crowdfunding-law

http://www.forbes.com/sites/wendytanaka/2011/01/06/facebook-to-breach-500-shareholder-limit-go-public-in-2012/

http://www.rollingstone.com/politics/blogs/taibblog

Brasil Deregulation/Opening Securities Markets

Considerations:

“Accredited Investor” vs. Crowdfunding

Paternalism/Safeguarding the Public vs. Financial Democratic

Freedom

But - Safeguarding the Public From What?...

Fraud

Fraude

мошенничествоاحتيال

騙局

Betrugαπάτη

frode詐欺

bedrägeri

http://www.nytimes.com/2011/11/08/business/in-sec-fraud-cases-banks-make-and-break-promises.html?pagewanted=all

We can’t trust the banks.

We can’t trust the government.

Who can we trust?

If you think about it, we have no other choice…

http://www.slashgear.com/kickstarter-scam-mythic-pulled-down-no-money-exchanges-hands-04226345/

Trust each other.

consciouscapitalism.org

Obrigado!

Dave@WhenYouWish.com