When is the earliest I can submit an escrow account for review? What information is required to open an escrow account?

You can submit an escrow account request at any point, preferably once your Primary Offering Document (Form C, Form 1-A, PPM, etc.) is completed.

You can submit an escrow account request at any point, preferably once your Primary Offering Document (Form C, Form 1-A, PPM, etc.) is completed. If this is your first time submitting an escrow account request, it is advisable to submit your request sooner because it may require additional time for our Due Diligence Team to review the required documents and seek clarifications if needed. Escrow accounts can be reviewed and approved in 1-2 business days if all required entity documentation is provided at the time of account submission. However, if there are any items that require clarification the review process may take longer.

To comply with FinCEN CDD requirements, our Due Diligence Team needs to identify the beneficial owners of 25% or more of the issuing entity as well as the controlling persons of the issuer. If the issuer is owned 25% or more by another entity, we will be required to collect documentation for that entity. 

For example, if ABC, LLC is owned by Corporation XYZ, and Corporation XYZ is 50/50 owned by Corporation DFG and LLC HIJK, documentation is required for all four entities. Additional documentation may be requested. 

If ABC, LLC is managed by LMN, LLC, and LMN, LLC is managed by OPQ Corporation, we will require documentation for all three entities.

The required documents can be found here.

Below can help explain what is needed for individual entities as well as offering documents:

Required Entity Documents

Limited Liability Company (LLC)

• Operating agreement that outlines the company shareholders or a FinCEN form if an operating agreement is not available
• EIN/tax identification number
• Certificate of formation

Limited Partnership (LP)

• Partnership agreement
• EIN/tax identification number
• Articles of organization

Corporation

• Detailed cap table
• Bylaws
• List of company directors if not outlined in the bylaws
• EIN/tax identification number
• Articles of incorporation

Sole Proprietorship

• EIN/tax identification number
• Certificate of Formation

Potential Questions

Can I submit a draft offering document with the escrow request?

• We can accept close to final drafts of the primary offering documents, but the Diligence Team will look to verify key claims such as offering contingencies. Offering documents missing significant offering details may not be acceptable. 

Should I file the offering with the SEC before submitting the escrow account?

• We recommend submitting the escrow account for review before filing with the SEC.