What is Regulation D?
Regulation D is a set of SEC rules that provide exemptions from securities registration for private placements — including most private fund capital raises. Rule 506(b) and 506(c) are the most commonly used exemptions.
Regulation D (17 CFR Part 230) allows companies and funds to raise capital from accredited investors without registering with the SEC, as long as they file a Form D notice. The two most used rules are 506(b) (no general solicitation, up to 35 non-accredited investors) and 506(c) (general solicitation allowed, but all investors must be verified accredited).
Almost all private equity and venture capital funds use Regulation D exemptions to raise capital. The requirement to file Form D within 15 days of the first sale creates a public record of fund launches, which is the basis of LPbacked's Form D database.
Also known as: Reg D, Rule 506