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Brokers, Corp Finance, Investors, Primer, Private Placements

Can a Non-Citizen Be An Accredited Investor?

There is no residency or citizenship requirement in the definition of an accredited investor.

Many entities and individuals are accredited investors. Rule 501 of Regulation D defines the term. For individuals, accredited investors include:

  • Any directorexecutive officer, or general partner of the issuer of the securities being offered or sold, or any directorexecutive officer, or general partner of a general partner of that issuer;
  • Any natural person whose individual net worth, or joint net worth with that person’s spouse or spousal equivalent, exceeds $1,000,000 (excluding that person’s primary residence – see the text of the rules for details regarding primary residence and debt relating to the primary residence);
  • Any natural person who had an individual income in excess of $200,000 in each of the two most recent years or joint income with that person’s spouse or spousal equivalent in excess of $300,000 in each of those years and has a reasonable expectation of reaching the same income level in the current year;
  • Any trust, with total assets in excess of $5,000,000, not formed for the specific purpose of acquiring the securities offered, whose purchase is directed by a sophisticated person as described in § 230.506(b)(2)(ii);
  • Any entity in which all of the equity owners are accredited investors;
  • Any natural person holding in good standing one or more professional certifications or designations or credentials from an accredited educational institution that the Commission has designated as qualifying an individual for accredited investor status. (See the text of the Rule for details)
  • Any natural person who is a “knowledgeable employee,” as defined in rule 3c-5(a)(4) under the Investment Company Act of 1940 (17 CFR 270.3c-5(a)(4)), of the issuer of the securities being offered or sold where the issuer would be an investment company, as defined in section 3 of such act, but for the exclusion provided by either section 3(c)(1) or section 3(c)(7) of such act;