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After your offering

Our partner custodian holds all shares purchased through Netcapital and has the right and obligation to exercise all provisions, covenants, and other rights, including voting rights, of the securities by proxy.

After a successful offering, the company will be required to file regular annual reports with the SEC that include all of the information that was required to be included in the original offering statement described above (updated in all respects as applicable to the current date of the annual report). This must be filed no later than 120 days after the end of each completed fiscal year.

One key difference between an annual report and the original offering statement is that the financial statements for the most recent fiscal year need only be certified to be true and correct in all material respects (unless reviewed or audited financial statements are available for such year, in which case those financial statements must be provided) by the principal executive officer of the company.

Companies will be required to continue to file annual reports every year until the earliest of the following occurs:

  • The company has filed for an IPO;
  • The company has filed at least one annual report and has fewer than 300 shareholders of record;
  • The company has filed at least three annual reports and has total assets that do not exceed $10 million;
  • The company or another party purchases or repurchases all of the securities issued pursuant to Section 4(a)(6) offerings, including any payment in full of debt securities and any complete redemption of redeemable securities; or
  • The company liquidates or dissolves in accordance with state law.

Netcapital will manage all investor communication after closing. As a result of your offering, you will be required to submit Annual Reports to Netcapital and the SEC, as well as post the report to your website to make it available to all of your investors. Netcapital strongly encourages quarterly reporting and communication with your investors in addition to providing updates throughout the year on any changes as they occur.

Netcapital will always be there to serve as a resource. We will help you file your annual reports with the SEC to remain compliant and to help you communicate with your Netcapital investors.

All shares sold through Netcapital are held by our partner custodian who has the right and obligation to exercise all provisions, covenants, and other rights (including voting rights) of the securities by proxy. This means that there is only one legal holder of record on your cap table that represents all shareholders who invested in your company through Netcapital.

Typically it takes 3-4 weeks to receive all the funds after an offering closes.

Netcapital's engagement fee is non-refundable. We do not charge our 4.9% success fee if you do not reach your minimum funding goal and there are no additional charges.