Accredited Investor Information for AI Cognitive Ventures LLC

At AI Cognitive Ventures LLC (AICV), we prioritize investor education and regulatory compliance. Understanding what it means to be an “accredited investor” is essential, as this designation determines eligibility to participate in many private investment opportunities.

Frequently Asked Questions (FAQ)

1. What are securities? What is the SEC?

• Securities include stocks, bonds, membership interests (LLC units), promissory notes, options, and other investment contracts. If you invest in a company’s equity or lend funds for returns, you are transacting in securities.

• The U.S. Securities and Exchange Commission (SEC) is the federal agency that regulates securities markets. Its mission: protect investors, maintain fair markets, and facilitate capital formation. Learn more from the SEC.

2. Public vs. Private Securities

• Public securities are listed on exchanges (NYSE, Nasdaq), requiring full SEC registration and ongoing disclosure.

• Private securities are not exchange-listed. They rely on exemptions (e.g., Regulation D, Rule 506) to raise capital from accredited investors. They are typically less liquid.

• The JOBS Act of 2012 expanded private fundraising, allowing broader solicitation of accredited investors. Read JOBS Act summary.

3. How does the SEC protect investors?

• Anti-Fraud Liability – All issuers, public or private, are prohibited from making misleading or fraudulent statements.

• Disclosure Requirements – The broader and less sophisticated the investor pool, the greater the disclosure obligations. Issuers with more than 2,000 total investors or 500 non-accredited investors must register as public companies.

4. What is the JOBS Act?

The Jumpstart Our Business Startups (JOBS) Act (2012) modernized U.S. securities laws. It:

• Allowed general solicitation for private offerings (Reg D, 506(c)).

• Required “reasonable steps” to verify accredited investor status.

• Expanded access to crowdfunding for smaller investors.

SEC JOBS Act FAQ.

5. What is an Accredited Investor?

Defined under SEC Rule 501 of Regulation D, accredited investors include:

• Individuals with:

  • Income > $200,000 annually ($300,000 with spouse/partner) in each of the last two years, with a reasonable expectation of the same for the current year; OR

  • Net worth > $1 million, excluding primary residence.

• Entities with:

  • Over $5 million in total assets, OR

  • All equity owners themselves accredited.

• Licensed professionals with Series 7, 65, or 82 securities licenses.

6. How do I verify accredited investor status?

Investors may be asked to provide:

• Income verification – Tax returns, W-2s, 1099s, K-1s.

• Net worth verification – Bank statements, brokerage statements, real estate appraisals, and a recent (90 days) credit report.

• Professional verification – CRD number for Series 7, 65, or 82 holders.

Third-party verification services may also be used.

7. How are real estate & crypto assets treated?

• Real Estate: Secondary properties may count as assets if supported by appraisals or mortgage/tax statements. The primary residence is excluded.

• Crypto: May count toward net worth if held in verifiable, custodial accounts (exchange or regulated custodian). Assets held in cold wallets or anonymous exchanges are not accepted.

8. Entities & Pass-Through Structures

• LLCs, corporations, trusts, and funds may qualify if they meet the $5M asset test or if all equity owners are accredited.

• Documentation may include: operating agreements, ownership registers, and audited financials.

9. What if I do not qualify?

Investors who cannot establish accredited status may face restrictions. For example, AICV’s funds and syndications are limited to accredited investors only under Reg D, Rule 506(c).

Data Security & Privacy

At AICV, investor trust is paramount. We apply institutional-grade security standards:

• Encryption: All data is encrypted in transit (TLS 2048-bit) and at rest.

• Infrastructure: Hosted on AWS with ISO/IEC 27001, 27017, and 27018 certifications.

• Access Control: Role-based, MFA-enabled, IP-restricted.

• Third-Party Sharing: Data is never shared without explicit investor authorization.

Contact Investor Relations

For questions or to submit documentation securely:
📧 info@aicognitiveventures.com
📞 1-866-225-9196

⚖️ Disclaimer: This page is provided for informational purposes only and does not constitute legal, tax, or investment advice. Investors should consult their own advisors.