Rule proposal would clip Angels’ wings

By Scott Meacham

Angel investors are the lifeblood of the high-growth startups that create the majority of jobs and innovations in the U.S.

In 2013, accredited angel investors directly invested $24.8 billion into nearly 71,000 early-stage companies, according to estimates by the Center for Venture Research at the University of New Hampshire.

Now this capital, so vital to the creation and growth of all of our nation’s entrepreneurial businesses, is at risk.

Here’s the situation: Under Securities and Exchange Commission regulations to qualify as an angel investor, individuals must be “accredited” investors. An accredited investor is defined as someone with $1 million in net worth, excluding the value of a primary residence, or an income of at least $200,000.

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 requires the SEC every four years to review the definition of an accredited investor “for the protection of investors, in the public interest, and in light of the economy.”

In the 2014 review, the SEC is currently considering whether the current financial thresholds should be arbitrarily raised based on inflation. We went through this process last in 2010 at the beginning of Dodd-Frank, when the value of the primary residence was removed from the net worth calculation.

According to both SEC and U.S. Government Accountability Office estimates, adjusting the thresholds for inflation would increase the net worth standard to about $2.5 million and annual income to $450,000.

The SEC and GAO further estimate that under these changes, 60 percent of all accredited angel investors would no longer qualify to make angel investments.

A survey of the Angel Capital Association’s members last January found that more than 25 percent of the organization’s 12,000 plus members would lose accredited investor status if net worth and income thresholds were raised.

Outside of Boston, California and New York, the story is worse. Nearly one-third of association members would lose accredited status.

That would be especially harsh in states like ours where investment capital is already lacking and where angel investments alongside our seed funds are, for entrepreneurs, virtually the only equity capital game in town.

The advocacy for increasing thresholds appears to be coming mostly from consumer groups who are lobbying for investor protections against fraud in private offerings that have the same SEC rules as angel investing— “think underwater estates in Florida.” Fraud is not an issue in the angel community.

SEC officials appear open to hearing about alternative criteria for accredited investor qualification.

Investors, entrepreneurs and anyone else who believes that entrepreneurial companies are the drivers of job and wealth creation, need to act to protect angel funding now.

The Angel Capital Association is providing letter templates at http://www.angelcapitalassociation.org/aca-public-policy-protect-angel-funding/. It will be far less effective if we sit on the sidelines until the SEC writes rule changes.

Scott Meacham is president and CEO of i2E Inc., a nonprofit corporation that mentors many of the state’s technology-based startup companies. i2E receives state appropriations from the Oklahoma Center for the Advancement of Science and Technology. Contact Meacham at [email protected].