Course 5:Offer, Purchase and Issuance of Securities under Regulation Crowdfunding
1. To commit an investment, an investor will submit an investment ticket on
the securities offering page with the quantity of shares the investor wants to
invest. After the submission of the investment ticket, the investor will be
instructed to execute a Share Subscription Agreement by signing it
2. Once the Share Subscription Agreement is signed and executed, the investor
will receive an email confirmation of the investment commitment. The investor
can also find his or her investment commitment on the "My
Portfolio" page on Mr. Crowd.
3. Upon receiving the confirmation of the investment commitment, the investor
will be responsible for transferring funds to an escrow account held with by a
third party escrow agent on behalf of the issuer. The fund transfer methods can be
ACH, wiring, or check, whichever available.
4. Once the funds are transferred to the escrow account, the investor will
receive another email confirmation to acknowledge that his or her funds are
5. The investor will receive email updates on the latest progress of the
offering, including when 50%, 75% and 100% of the minimum fundraising target are
6. The investor's funds will be transferred from the escrow account to the
issuer on the deadline of the offering identified in the Form C - Offering
Statement (Original Deadline), except in the following situation where the funds
will be transferred to the issuer earlier than the Original Deadline:
- when the minimum funding target is met prior to the Original Deadline and;
- the Form C - Offering Statement and the information of the securities
offering have been posted and publicly available on Mr. Crowd for at least
21 days and;
- the issuer chooses to end the offering earlier than the Original
- the issuer has notified the investor by email the new deadline for the
securities offering (New Deadline) at least 5 business days before the New
Deadline and the investor doesn't cancel his or her investment commitment on
the "My Portfolio"
page on Mr. Crowd 48-hours prior to the New Deadline.
7. The securities issued in the offering will be in book-entry form only,
which means that no physical stock certificates will be issued. The ownership of
the securities purchased through the offering will be held in the investor's
name in book-entry format by the issuer's transfer agent.
How does an investor cancel an investment commitment?
Investors can cancel their investment commitments until 48 hours prior to the
deadline identified in the issuer's Form C - Offering Statement. This can be
done via the "My Portfolio" page on the Funding Portal. Investors who have
cancelled their investment commitments will receive a refund of their original
Mr. Crowd will notify investors by email if the minimum funding target has been
met. If the minimum funding target is met prior to the deadline identified in
the Form C - Offerfing Statement, the issuer may end this securities offering
earlier by giving investors notice of the new deadline for the securities
offering by e-mail at least 5 business days before the new deadline. Investors
can cancel their investment commitment before the 48-hour period prior to the
new deadline. Investors who have cancelled their investment commitments will
receive a refund of their original investments.
If there is a material change to the terms of this offering or to the
information provided by the issuer, Mr. Crowd will send to any investor who has
made an investment commitment notice of the material change by email and that
the investor's investment commitment will be cancelled unless the investor
reconfirms his or her investment commitment within five business days of receipt
of the notice. If the investor fails to reconfirm his or her investment within
those five business days, Mr. Crowd within five business days thereafter will:
(i) Give or send the investor a notification disclosing that the commitment was
cancelled, the reason for the cancellation and the refund amount that the
investor is expected to receive; and (ii) Direct the refund of investor funds.
If the issuer does not complete an offering including the failure of meeting the
minimum funding target, Mr. Crowd will within five business days: (i) Give or
send each investor a notification of the cancellation, disclosing the reason for
the cancellation, and the refund amount that the investor is expected to
receive; (ii) Direct the refund of investor funds.
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