Out of state accredited investor

[Matt Cariello]

Hi everyone,

A partner and I are in the process of syndicating a $1-1.5MM multi-family apartment deal in Milwaukee, WI. We have 4 accredited investors (plus our own money being put in) so far for a down payment of roughly $250k. My partner was recently approached by a relative who is now a resident of Florida (and also accredited) who says he is willing to put in $300,000 as an investment which now allows us to dig into the properties at the higher end of our range. 

This is all great - however, my question now lays into the securities laws surrounding having 1 of our 5 accredited investors being from Florida, while the other 4 are in Wisconsin. Will this cause an issue? Are there certain laws or regulations that prevent this and/or special/additional documentation that will have to be completed due to this 5th investor being across state lines? Specifically Florida to Wisconsin? 

When we originally met with our attorneys, one of the questions they asked was if everyone was a WI resident. At the time they were so we thought nothing of it - we had no follow up questions. We can and will follow up with them again in this regard but I wanted to pick the brains of my biggerpockets colleagues in the meantime! 

Thanks much! 

[Bryan Hancock]

It is unclear what exemptions you're using.  If you're using the 506(b) exemption then having an out of state investor will be fine.  You'll need to file Form D for that person in that state.  

If you're using an intrastate exemption with the 4 folks then you'll need to change how you're doing things by bringing in the 5th investor from out of state.  If all 5 investors are accredited there probably is no good reason why you'd use anything other than the 506(b) exemption.  

Talk to your securities attorney.  Don't try to do anything on your own.