Accredited Investor

Most new businesses are funded with a combination of debt and the owners’ savings; equity funding has traditionally been relatively rare:

Partly this has been a regulatory issue. Raising equity adds all sorts of legal burdens. Traditionally businesses could only accept equity investments from accredited investors and a small number of friends and family unless they did a full IPO and became public (hard enough that there are less that 5000 public companies in the US out of millions of businesses). This changed with the JOBS Act of 2012, which allowed small businesses to raise money from large numbers of non-accredited investors without having to register with the SEC.

Following the JOBS Act, equity crowdfunding sites like WeFunder emerged to match new businesses with potential investors. But equity crowdfunding has taken off relatively slowly:

*Total dollar amount raised by regulated CF crowdfunding campaigns. Source:* FAU Equity Crowdfunding Tracker

Its seen more success recently with some additional regulatory relief and the overall market boom of 2020-2021. But at ~$400 million/yr, its still well under 1% of all venture investment (~$300 billon/yr), which is itself tiny relative to the public stock market ($40 trillion market cap).

Why has equity crowdfunding been slow to take off? Partly its new and most people still don’t know about it. Partly early-stage companies aren’t a good way for most people to invest a significant fraction of their money; you probably want to be at least close to accredited investor levels (~$300k/yr income or $1 million liquid wealth) for it to make sense, and those at the accredited investor level already have other options. WeFunder is up front about the risks:

The other issue here is with asymmetric information and adverse selection. Its hard to find out much information about early-stage companies to know if they are a good investment; part of the point of the JOBS Act is that the companies don’t need to tell you much. The companies themselves have a better idea of how well they are doing, and the best ones might not bother with equity crowdfunding; they could probably raise more money with less hassle by going to venture funds or accredited angel investors.

I’ve long thought this adverse selection would be the killer issue, but my impression (not particularly well-informed and definitely not investment advice) is that there are now quality companies raising money this way, or at least companies that could easily raise money elsewhere. WeFunder has a whole page of Y-Combinator-backed companies raising money there. This week Substack, an established company that has already raised lots of venture funding, offered crowd equity and reached the $5 million limit of how much they could legally accept in a single day.

Overall I think this model is working well enough that I’m no longer in a hurry to become an accredited investor. Accredited investors have many more options for companies they can invest in and aren’t subject to the $2,200/yr limit on how much they can invest in early-stage companies. But even if I completed the backdoor process of getting accredited without being rich, I wouldn’t want to put more than $2,200/yr into early-stage companies until I was a millionaire, at which point I’d be accredited the usual way. And while most companies aren’t raising crowd equity, enough are that there seem to me to be no shortage of choices.

Financial discussions often give the disclaimer “this is not investment advice” for legal reasons. I would always see this and wonder, is anyone ever willing to say “this *is* investment advice”?

The answer is, yes, licensed investment advisers do when speaking to their clients. How do people become licensed investment advisers? They start by taking the Series 65 exam.

I decided to take the Series 65 because I thought it would be a good learning opportunity, that it could be fun to tell people “this is investment advice”, and because it also provides the fast track to becoming an accredited investor. I’d like to have the option to invest in startups or hedge funds, but the SEC doesn’t let people do that unless they are rich (consistently over $300k/yr HH income, or $1mil in assets) or a licensed financial professional. I didn’t want to wait years to pass the income or asset tests, and so decided to pass the literal test instead.

I hoped that as a PhD economist who sometimes reads about finance for fun, I could pass the Series 65 without studying. This turned out not to be true, but it also wasn’t wildly wrong. You need to get at least 72% of questions correct to pass; taking a practice test cold I got 62%. I decided to first take the slightly easier Security Industry Essentials exam as a warmup. For both exams, I passed after spending ~ 2 weeks reading through the ~500 page study guides from the Securities Institute of America in my spare time.

For someone with an economics background, the exams will feature a few true econ questions you’ll know cold, a lot of “common sense” finance questions you probably know, some more specific finance questions you probably don’t know, and some specific questions about laws and regulations for investment advisers you almost certainly don’t know. This means you can speed through some parts of the study guide, but will need to slow way down in others. I found myself learning a roughly equal mix of things I’m happy to know for their own sake, things that would only be helpful to the extent I actually work as an investment adviser, and things that seem completely pointless.

Overall this seems like a decent way to spend a bit of time and money. Economists love to complain about people asking us for financial advice, and we tend to either reply “I don’t know, that’s not what economics is about” or give uninformed answers. But it doesn’t take that much time to educate yourself enough to be able to give people good, informed answers, so I think we should do so, especially when the alternatives people turn to tend to either be uninformed (friends or internet randos) or biased (advisers who get paid for steering them to high-fee investments).

That said, if your goal is actually to make money as an adviser or as an accredited investor, the Series 65 exam is only the first hoop to jump through. You still need to get licensed, which means either starting an investment advisory firm or joining one. I haven’t tried to do this yet despite passing the Series 65 in June, as I’ve been busy with my main job. I’d be interested to hear from anyone who has done this, especially anyone who got a part-time or consulting role just to get licensed to make accredited investments. How hard was it, how long did it take, what did you think of the actual work?