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Investing in Startups by Passing the Series 65 (natecation.com)
102 points by 18nleung on Oct 14, 2021 | hide | past | favorite | 80 comments


I thought the name of the game in VC was investing in 20+ companies and seeing what sticks. You would need enough money at that point that being an accredited investor would be a foregone conclusion according to the net worth standard.

Investing several thousand here or there on one or two companies seems incredibly risky, riskier than what the pros are willing to tolerate.


Yes, I’m seeing a lot of younger people trying to play the angel investor game without the capital and without realizing many angels don’t make reasonable returns but it doesn’t matter to them because it’s play money and more a chance to support new ideas and learn about things. Personally, I put aside an amount I want to angel invest every year and assume it’s burned but I really couldn’t afford to do that in a responsible way until I was well beyond the accredited investor minimum point (in yearly income).


In regional hubs, a lot of the angel networks are retired people. Most of them, in my experience, are playing at being technologists or investors. They usually made some money in more traditional business endeavors. Usually gets a bit of traction in the local government / business lunch / community innovation scene.


Yup. It's important to understand how the Power Law Curve applies to early stage investing.


Correct. Much better idea statistically to just throw it into a good index fund if your goal is returns.

Perhaps it could be useful if the goal is learning oriented.


Absolutely, this.


It’s interesting that OP living in a midtown apartment thought a 195 dollar Kaplan subscription is too much money and skimped on it while spending a lot of their time (wasting) on subpar material. Doesn’t exactly bode well for good investment acumen does it.


The author said they were in college. In their defense its not uncommon to have loans or parent funding for the expensive apartment, but limited discretionary income and limited ability get money from the 'college' bucket to the discretionary bucket.


> limited discretionary income and limited ability get money from the 'college' bucket to the discretionary bucket

He did say he was funding college from a margin loan on his stock portfolio, however.


Ha, didn't read that part. I wanted to attest to the experience of being a low budget student in a high cost-of-living city. The author might not necessarily be that!


He does go to school at UCLA, and said he was in NYC for the test, so he may be just a frequent traveler to high COL areas.


> living in a midtown apartment

he said he lived in the east village, took the test in midtown


They do admit that mistake and adjusted their viewpoint in the article.


Yes, but only after they pirated it, admitted to doing so in a front page Hacker News article, and then suggested other people do so too.

Do you think tech startups really want an investor who advises people to pirate software?


I imagine that consideration is very far down the totem pole of things companies care about their investors.


You realize Sean F’ing Parker the king of piracy is now a legit investor? And one of the big bad guys at that?


This seems closer to a "sharing your Netflix password with someone outside your household" issue...


to be fair, the Kaplan materials were particularly good at teaching him about the securities laws and compliance section of the exam :)

his stated goal was not to be an investment advisor though, it was to be able to invest himself


If you're a college student and you put 1k into your friend's startup, is there a risk that's actually a negative signal for future investors? Do investors in a real series A want a cap table that has a bunch of friends and family chipping in a grand, or are they just going to ask to wipe the slate clean?


It doesn't matter much if the company is generally VC fundable or doing well. Ideally you have investors that can help you and the company, but if you have few friends there too, no-one should care.

We raised some money from friends, family and angels at pre-seed, and at seed & series A, the VC didn't have single questions the cap table.

But the companies should have legal counsel, and try to use the standard YC SAFEs not to give people some weird terms. Also as a startup founder, you should make clear to family/friends/non-professional investors that investing in the startup is very risky, and as a minor investor they don't really have any rights as an investor, except hopefully have some returns for their investment.

There is some horror stories where someone gets their dentist as an investor and they start calling you every week about updates or show up at the office to chat about the business plan.


Your small investment is not, by itself, a negative signal. However, a lot small investors can lead to headaches down the road as once you pass the 99 investor threshold more regulations apply. Also, dealing with a bunch of investors is a PITA.


Good Question..


My experience with this, though this may not be the consensus view, was that participation from friends/family was generally a good sign, since founders clearly believe in the business to the point of pitching their friends to invest (and getting deals closed shows some evidence of sales ability).


I've considered getting my Series 65 for this same reason, but my concern was how it would affect my other investments. e.g. your typical low-cost brokerage accounts with TD Ameritrade, Schwab, etc are not available for professionals. In fact, it seems like everything costs a lot more if you are a licensed professional.


Is this the case for having an accreditation at all makes you an active professional, or that acting professionally you can't use that firm for work?

Eg. my broker (IBKR) lets me log in as a client, as a client of an advisor (who manages the account) or as an advisor (who manages an account).

Would being a legal advisor prevent me from being a independent client?


Does passing Series 65 automatically make you a professional for these intents and purposes?


Nope. There’s a difference between being accredited as an investment advisor and acting as an investment advisor or investment advisor representative.

Source: I passed the series 65 and still use non-professional brokerage accounts


This derails any thoughts I had re Series 65...


How do they verify you are a “professional”?


There is still a catch, any firm using a Regulation D exception has to go public if their shareholder total goes over 500. The loophole is that they could require a minimum amount and for the smaller amounts to join together into their own fund.


What's the minimum possible investment you'd need to be taken seriously by a startup - 5k, 10k, etc?

What rounds would you look at mostly? Assuming it's gotta be seed-ish unless you're very liquid.


It really depends on the startup, their traction, and your relationship with the founders. I've had folks ask for $10k-$20k for a seed round (the line between angel and seed is very blurry imho) with zero traction and a rough idea of the product market fit with a barely functioning MVP, and another team I spoke with wasn't talking to anyone without $100k to invest. Once you're past the seed stage, unless you're connected or an employee, it's $1MM+.

I focus on seed stage as I'm seeking high risk high return exposure for this part of my portfolio (and I'm not liquid enough to participate without investing in a fund for Series A on, unless I'm leveraging as part of a transaction).

(n=1, YMMV, accredited investor)


thanks!


Happy to help.


As a founder, you don't want tons of small checks because of legal complications (> 99 entities on your cap table) and not a good ROI on your time initially + ongoing. A workaround is bringing in someone to run a syndicate on AngelList or some other bundling, making it their focus vs yours, and condensing to one entity.

The result is, as an individual investor, you can focus on those syndicates. Two benefits are you can spread risk by doing a wide variety of small investments, and while following more experienced individuals.


I've seen that changing a bit recently with the AngelList Roll-up vehicle[0].

It's almost like crowdfunding for seed rounds, but still with $5k - $20k kinda checks. But it helps out a lot with the legal side of things, so you don't need an investment agreement with a dozen different investors.

[0]-https://www.angellist.com/ruv


For those of you who want more of an introduction to securities, checkout FINRA's Securities Industry Essentials (SIE) Exam. It's only $60 and open to anyone aged 18 or older, including students:

https://www.finra.org/registration-exams-ce/qualification-ex...


> To be completely honest, in practice, this whole process of accreditation — at least right now, for the purposes of startup investing — was sort of unnecessary. As a relatively cash-poor college student, I don’t have much investable capital to begin with

I mean I guess it was a fun learning experience, but I'm not sure why they would go through the trouble.


Matt Levine has written about the problems with opening up this kind of investing to everyone.

One of the major differences between earth stage startup investments and normal public companies is that there is not an open market. Startups can choose their investors, and don't have to give the same price to all investors.

So yes, if you get accreditation, you will be able to find a startup to invest in... however, it isn't going to be the best startups, and you aren't going to get the same valuation that big VCs get.


Prime example of why people should be allowed to do this kind of investing through a retirement account. Doesn't require you to have money, just knowledge.


> found, however, that there was an “internet adviser exemption” for advisers that give advice entirely through the internet. That sounded like an exemption I could qualify for — I would just have to commit to not giving any face-to-face investment advice

One thing I didn’t understand from this article is what “giving investment advice” has to do with being an accredited investor and investing into startups. Can someone clarify that?


> One thing I didn’t understand from this article is what “giving investment advice” has to do with being an accredited investor and investing into startups. Can someone clarify that?

The article addresses this: the SEC accredited investor classification has several ways to qualify, the older ones are variants of “rich enough to presumably know what they are doing” and the newer ones added are “has one of a specified list of professional licenses/certifications that directly relate to knowing what they are doing with investments”, and the particular one that the author chose to pursue for that purpose was related to giving investment advice.


Ok so he doesn't actually plan to give investment advice, he just wants the license to be considered an accredited investor. Got it, thanks!


Investing in startups generally requires being an accredited investor. To be an accredited investor they need to pass the Series 65 test and get licensed. Licensing can be state or federal, but federal is generally more convenient. Federal registration usually requires significant assets under management which the author certainly doesn't have, but the "internet adviser exemption" allows them to register federally (SEC) without the $ minimum.


The other aspect of this is that the door is open for an accreditation-specific test to become approved.


Check out Doriot.com / they're the first to submit an application to the SEC to become approved and have a product already in market


Elizabeth wears turtlenecks daily and her startup has a star-studded board of directors with little relevant experience in its industry.

You invest as much as you can access through a credit card cash advance because:

a) FOMO

b) YOLO

c) TMI

d) TL;DR

e) ABCD


f:WallStreet Bets

*your post wins the commentary for this entire thread.


I loved the get-out clauses. Though being from UK I am a little confused, you need authorisation to buy shares in a SME in the US?


Great writeup. Been thinking of doing the same thing.

> the unspoken secret is that accreditation — at least when investing in individual startups, and especially if the founder is a good friend of yours — is just a box you can check that nobody verifies

I've heard this as well, and it's a very sad thing, because it is one of those 'secrets' that if you knew, it'd open up a lot more opportunities for you. There are few 'secrets' separating the rich and poor, but this is unfortunately one of them.


There are so many examples of investors passing over friends as investments.

In fact from anecdotal observation people do not invest in friends in general. It is people one or two removed who take the plunge.


This is probably smart. Running a startup is stressful enough without worrying that you are risking your friends and family's life savings.


On the other hand, this is how Warren Buffett got his start, and (from his biography Snowball) it seems to have been a strong motivator for him.


Yes, someone wins the lottery. I don't think we should use that as evidence that playing the lottery is a smart financial decision.


I agree. Just pointing out an alternative viewpoint, but I kept thinking while reading the biography that his path to the top was risky and stressful.


Accepting money from friends is highly risky in my opinion.

A friend might say they are willing to lose 100% of their investment, but if you fail and the money is gone, there is likely to be negative effects on your friendship from both parties. Also if the financial state of your friend changes, like getting a mortgage or losing their job, they can get buyers remorse.

If you do make it big, then your friends might be annoyed they couldn’t invest (although if they are really twisted about it then perhaps they are not a great friend anyway).


Well, maybe. But if your net worth is < $2M and you want to build a portfolio of 20 or so startups and then let that play out for a decade until one or two have popped and the rest failed or languished, you are going to need steel balls.


20 is barely enough. You really want 30-40.

The problem is variance. If 70% fail and only 10% produce meaningful returns, you want >>10 so you have a reasonable chance of getting average returns.

It's possible to get lucky with 5-10 startup investments but the common result is "lost everything" with "broke even" a close second.

This applies to working for startups as well....


But you can also invest in a fund that gets better deal flow, and your exposure can be more easily spread around.


You don't need to be an accredited investor to invest in a fund that invests in startups.


Is this true? Wouldn't it have to be publicly traded? What publicly traded seed / venture funds are there?


The commenter you replied to above is half true. Accredited just means you can invest in securities not registered with the SEC, like your friend's bakery. Some funds are registered with the SEC, some are not. Some funds only accept accredited investors, some do not.

Anyone can sell stock to non-accredited investors... it's just that it costs much more to do so, so most don't. Instead, they go to the already rich upper-class and make them richer when the investments pan out.

One aspect that goes completely unmentioned in all this is the racial aspect. Many people want equality today, but the fact is that for many minorities, they are dependent on an upper class that is mostly white to raise their money. Instead of being able to issue stock directly to members of their own community (and people they likely have closer relationships with), they have to make a case to people they've never met and are not daddy's best friend. If we really want equality, it's time to end these restrictions.


The SEC actually recognizes the issue and is studying possible revisions though no changes have been made yet: https://www.sec.gov/files/review-definition-of-accredited-in...

There are some reasonable sounding ideas they list:

- Permit individuals with a minimum amount of investments to qualify as accredited investors.

- Permit individuals with certain professional credentials to qualify as accredited investors.

- Permit individuals with experience investing in exempt offerings to qualify as accredited investors.

- Permit knowledgeable employees of private funds to qualify as accredited investors for investments in their employer’s funds.

- Permit individuals who pass an accredited investor examination to qualify as accredited investors.


its good you are aware of their work and on board with the research

you should recognize that's 6 years old and everything that was going to change has already changed, the article of this very thread is about using the new changes

> - Permit individuals who pass an accredited investor examination to qualify as accredited investors.

Only a further expansion this last point is what is on the table. As taking several FINRA tests do now allow for qualification as accredited (as seen in OP's article), and people get to submit new non-FINRA tests, their approval has not occurred yet.


You’re too polite :) I should read the article before commenting, bad habit. Thanks for the correction.


The legal consequence isnt on you, its on the company selling shares. So just like the Texas law, it deputizes everyone else to shut out poor people instead of being a prohibition from the state directly on the poor person. In practice that means just never talking to poorer people about opportunities, and letting them figure out that they cant even raise capital because none of their friends are accredited. Just American things.

Its Super effective!


You act like startups are some "keep poor people down scheme". It is because startups are incredibly high risk, and they will most likely lose their money. "Poorer" people can't stand to lose 8/10 bets they place in most cases. Only in the past 10 years with bubble money, and bubble VC exits are Silicon Valley startups seems as 2/10 gold mines. Before that, they were few/far between with a lot of failures. Startups are a failure game.... because their default mode is "fail".

Also note, outside of SV - the rate is nowhere near 2/10 billion valuations.

Making sure an investor has financial acumen helps founders focus because it is hard enough raising money from angels/VC's in $10k+ amounts - imagine if you only raised $100-$1k per person. Egad! Crowdfunding might be an exception to this - but it is fairly new.


Someone I know retired from an executive role at a tech company and, in retirement, he got into doing a lot of angel investing. He mostly got out of it except for a few companies he especially believed in. He told me he would have done far better investing the money in a handful of large tech companies.

People think there are these high-return (after adjusting for risk) investment opportunities out there off limits to the plebes. And it's mostly not true. Sure you can get lucky. But over the past decade you could have made a lot of money on boring big company investments.


It doesn't require financial acumen to follow a lead that has qualified a deal. It is technically possible to form syndicates that corral millions of small checks (Blockchain) to follow leads. And while startups are risky, the investing discipline is simple: spread your bets among several "qualified deals", like poker. Anyone skeptical of this should download Fantasy Startup at Doriot.com which is working to qualify non-millionaires as SEC Accredited....you'll quickly discover that everyone can (and should) be investing in startups. All that needs to happen is, first, education, and second, scaled access. Scaled access will follow once there is a large and growing educated population of Mainstreet investors. The average age of the Accredited investor is close to 60 years old....while 98% of GenZ's and Millennials don't qualify. Does it really make sense to cockblock the generations that should be investing (given they have time and ability to take on risk) and they have to live with the investing decisions of today?


I've invested in several startups, as an employee exercising options, and also as an investor. Unless you have a lot of money to spread around, you're better off investing in the stock market.


I've invested in several private equity funds, and many times those funds negotiate things that are far more lucrative than equity, such as temporary or permanent revenue splits, convertible notes which may be partially paid off before converting into extremely large positions in the companies, you name it. In this structure, I realize from experience, that it is not possible to compare the fund's performance to the stock market, as every limited partner has their own unique exposure to investments that all perform differently.

I've seen the headlines that match what you said, the S&P returns more than picking various startups to invest in most of the time, and that many funds also mirror that, in reality I think all discussion about this is inaccurate, because there are additional variables to account for. Maybe actual equity will underperform just picking S&P equity. But so much more is actually happening which will never show up on a cap table or comparison of valuation growth or any mandated disclosure.


Sounds interesting... What's the typical amount of capital you'd need to get involved with a private equity fund?


$1mm will get you access to almost all.

Top ones like to turn people away just for the headline that they turned someone valuable away, so they somewhat also rely on relationships and schmoozing to get in.

In reality though, so many people are all talk about their ability to actually move any money, that $1mm will get you in everywhere. You know the saying: money talks, bullshit walks.

Note: there are other regulatory gatekeeping tiers above accredited investor, but they are all self-certifications too which means you can just say you have $5mm or $10mm in net worth, etc.


Awesome - no reason to keep anyone from investing in them. Anyone loses their money, their fault no matter position in life.

Doriot slots into my "crowdfunding" comment above. Agree


> Making sure an investor has financial acumen helps founders focus because it is hard enough raising money from angels/VC's in $10k+ amounts - imagine if you only raised $100-$1k per person. Egad! Crowdfunding might be an exception to this - but it is fairly new.

That has zero to do with the existence of accredited investor rules.

In the current reality, many issuers have their own minimum investments such as $25k, $500k, $1mm. This successfully keeps out people that either don't have those sums of money or are encumbered by life expenses, far more than the accredited investor rules do.

An alternate reality without those rules also retains the ability for issuers to deny capital from whoever they want, and by soft-denying capital by setting minimum amounts.


I don't see this as some equity issue people are framing it as.

Issuers have the rules of $25k, $500k, etc bc they really don't want to deal with inexperienced investors (doctors, dentists, etc, etc).... who get fearful when they write a check, are inexperienced and so try to micromanage, and worry incessantly about exits and can be short sighted. Angels are great at hiding all of this, until after the deal closes.

It makes sense to heavily filter people like that out - it would be damn terrible as a founder to have to deal with 300 people who all invested "their life savings of $10k". If you haven't been involved in many private deals, you might not believe that. But most deals are small, rosey-eyed-until-a-loss-might-occur "angels".


I don't care about what the issuers do and I am completely fine with high buyins to filter people out. I want the government out of it completely, but a special purpose accreditation test is fine as I only have issue with the wealth tests and the tests that require a sponsor. (even the series 65 test requires "good standing" as the article mentioned, which is more than just passing the test recently).

People don't need permission to fail financially, they can walk over to any casino and do that. It is merely happenstance that its two different governments regulating casinos (state) versus these particular capital formation rules (federal). But the user experience for the individual doesn't factor that in, and there shouldn't be a discrepancy at all. The argument in favor of "protecting people that actually need their money by deputizing everyone else" is so thin and weak. As we know, these kinds of "deputize everyone else" regulations only exist because a direct prohibition from the state to the individual would undermine at least one of the individual's constitutional rights.


I don't think anyone specific is responsible for this exclusionary-by-class system, I do think there are some opportunists that perpetuate it, and for that just look at the discussions and comments over the accredited investor regulations hosted on the SEC servers.

People shouldn’t need to ask for permission to fail.

In case it isn't clear, I am not saying startup investing is a golden ticket, and my comment wasn't about startups at all, it was about all private equity and I’m not saying thats a golden ticket either.

Whether inadvertent or deliberate, an unnecessary class system exists which should not.


Raising $100-$1k per person is technically easy enough nowadays with crypto. The hard part is keeping it legal.


I've been looking at Kinesis Money as a potential investment and hedge. They have a KVT - Kinesis Velocity Token, which cannot be sold to investors in the US, unless they are accredited investors. There are other avenues to obtain one, but apparently they require verification if getting it directly from Kinesis.




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