Seriously Ridiculous: Rethinking the SEC's Proposed Crowdfunding Rules
The Securities and Exchange Commission (SEC) released its proposed rules for crowdfunding the other week. From the vantage point of being a small business owner, I think it’s a step in the right direction. The opportunities to get funding without having to go hat-in-hand to a bank or to a venture capital firm are enormous. Crowdfunding could be an enormous benefit for entrepreneurs across the country.
But the SEC proposal is drawing some well-deserved criticism. Some believe there are not enough protections for the investor. Others think the costs of compliance are too expensive for the investment community to make enough money. Startup advocates say the conditions for raising money are too onerous.
This is new territory for everyone. Which is why the smart people at the SEC are seeking feedback to their proposals over the next 90 days. Here are my proposals.
Company management must be better scrutinized.
For starters, any company looking to raise money via crowdfunding must have a management team that consists of at least two members who are old enough to drive and at least one member who didn’t graduate from Stanford.
-All prospective companies must be first vetted by Mark Cuban and two other members of the Shark Tank crew before being allowed to solicit funds. If Cuban invests, I’m in!
-A prospective company is to be prohibited from using any of these terms when soliciting crowdfunded dollars: "disrupt," "crunching," "big data," "cloud," "mobile," "social," "local," and "Apple" (unless the company is looking for financing to start a produce-related business) and any word that begins with a lower case "i" followed by an upper-case letter, or any word that has a combination of lower case and capital letters. Terms like "3D Printing" and the "Internet of Things" atr allowed--for now.
-Any company involved with the Federal healthcare insurance website would be permanently excluded from soliciting any kind of funds from the general public.
-To significantly reduce an individual investor’s risk and inflict the greatest harm on deceitful or conniving management, heavy penalties would be imposed on any company that incurs a stock price drop of more than 30 percent within 60 days after the close of their crowdfunded offering. Penalties for significant losses: teaching a high school health and sex education class for an entire year or attending a Katy Perry concert.
-Financial statement requirements need to be significantly revised, if not waived. Current rules require that companies looking to raise money over a certain amount must get certified financials from an outside Certified Public Accountant. Ever read these things? By the time you’re through, you’ll realize that the only one taking less responsibility for the financial statements is the company’s janitor. No one believes these numbers. A better indicator would be a detailed listing of all of the founders’ assets. A few BMWs and a condo on 66th and Third Avenue already owned by the CEO is better intelligence than a certified balance sheet.
Add requirements for investors.
-Ashton Kutcher would be banned from any crowdfunding transaction, whether as an investor or entrepreneur. He’s too good looking and too rich. Also banned: Justin Timberlake, Jay-Z, and Peyton Manning, for the same reasons. No A-List celebrity should be allowed to participate in a crowdfunding opportunity. C'mon, this is about the little guy! M. Night Shyamalan gets a pass because his career has really gone terribly since the Sixth Sense and he could use a break.
-Prospective investors must pass an online test before being allowed to invest. This test should cover the basics of pop culture ("Name 3 women George Clooney dated in the past 20 years"), American History ("Name 3 women Bill Clinton dated in the past 20 years), 5th grade math, and just plain common courtesy (anyone answering yes to "Is it okay to remove your shoes on a plane?" would be barred from participating in any crowdfunding opportunity and deported to Canada). Let’s bring some intelligence and decency back to our financial markets.
-Forget about all those brokers and portals and nonsense and let’s just give Amazon.com the rights to run crowdfunding online. Has this company not already proved that it’s competent? These guys can sell anything to anyone from anywhere. We’ll get stock recommendations based on other stocks we bought. We’ll be able to rate our stocks and recommend them to others. We can buy a company’s stock and the company’s products from the same place too. And if we buy more than $50 of stock they’ll ship us the certificates for free. Not only that but we’ll be able to read about the company’s news in the Washington Post. The bonus? Amazon’s never even made a profit, which must mean that they’re very altruistic so we don’t have to worry about the company pushing a certain stock on unsuspecting investors.
I’m sure you’ve got your suggestions too. Time’s running out so get your comments back to the SEC soon!
GENE MARKS | Columnist | Owner, Marks Group
Gene Marks is a columnist, author, and small-business owner. He oversees the Marks Group, a 10-person technology consultancy to small and medium-size businesses. A certified public accountant, Marks has also worked in the entrepreneurial services arm of KPMG. He writes for The New York Times, Forbes, and The Huffington Post.