| name | form-d |
| title | Form D Notice of Exempt Offering |
| description | Drafts SEC Form D Notice of Exempt Offering for EDGAR filing under Regulation D. Captures issuer details, related persons, offering structure, exemption basis (Rule 504, 506(b), 506(c)), sales compensation, and use of proceeds. Use when filing Form D, preparing an exempt offering notice, or handling Regulation D compliance for unregistered securities. |
| author | CaseMark |
| author_url | https://github.com/CaseMark/skills/tree/main/skills/legal/form-d |
| license | Apache-2.0 |
| version | 0.1.0 |
| execution_mode | open |
| jurisdiction | us |
| practice | capital-markets |
| language | en |
| tags | ["corporate","drafting","regulatory"] |
Form D Notice of Exempt Offering
Drafts a complete SEC Form D for EDGAR filing within 15 days of first sale in a Regulation D exempt offering.
Prerequisites
- Issuer organizational documents — articles/certificate of incorporation or formation, operating agreement
- CIK number — if previously assigned by SEC
- Offering materials — PPM, subscription agreements, term sheets
- Related persons list — all executive officers, directors, and promoters with business addresses
- Compensation arrangements — broker-dealer agreements, finder's fees, CRD numbers
- Prior Form D filings — if this is an amendment
Output Structure
Item 1: Filing Information
| Field | Notes |
|---|
| CIK Number | From prior EDGAR filings; blank if first filing |
| Filing Type | New Notice or Amendment (specify number) |
| Date of First Sale | Exact date or "Yet to occur" |
Item 2: Issuer Information
| Field | Notes |
|---|
| Legal Name | Exactly as in organizational documents |
| Principal Business Address | Street address required (no P.O. boxes) |
| Jurisdiction of Inc./Org. | State or foreign jurisdiction |
| Entity Type | Corporation, LP, LLC, GP, trust, other |
| Year of Inc./Org. | Four-digit year |
| SIC Code | Primary Standard Industrial Classification code |
| Phone / Website | Issuer contact |
Flag recent name changes, redomiciliation, or structural changes with effective dates.
Item 3: Related Persons
For each executive officer, director, and promoter:
| Field | Required |
|---|
| Full Legal Name | Yes |
| Business Street Address | Yes |
| Relationship(s) | Executive Officer / Director / Promoter (all that apply) |
: person who takes initiative in founding/organizing the business or receives compensation/securities in connection with the offering per the regulatory definition.
