SEC to Convene July 2025 Meeting on Small Business Capital Formation
WASHINGTON, D.C., July 7, 2025 — The U.S. Securities and Exchange Commission (SEC) has announced that its Small Business Capital Formation Advisory Committee will hold a public meeting on Tuesday, July 22, 2025, at 10 a.m. Eastern Time. The event will take place at the SEC Headquarters in Washington, D.C., and will be available both in person and via live webcast on the official SEC website.
The primary focus of the meeting will be twofold: first, to finalize recommendations for enhancements to Regulation A, and second, to conduct an in-depth review of the “finder” role in private capital-raising markets.
Regulation A Improvements Remain a Priority
The session will begin by continuing the committee’s previous work on potential regulatory improvements to Regulation A, a key rule that facilitates capital formation for smaller issuers. These efforts aim to modernize and refine the framework to better serve startups and early-stage ventures, especially those located outside major financial centers and lacking access to traditional investment networks.
This discussion will build on proposals and critiques introduced during prior meetings. The committee seeks to advance practical, pro-growth changes that maintain investor protections while reducing friction for small issuers.
Deep Dive into the Role of “Finders” in Private Offerings
The latter portion of the meeting will center on “finders”—individuals who connect private companies with potential investors in non-public securities offerings. These actors have long operated in a gray area of federal securities law, particularly around broker-dealer registration requirements.
To ground the conversation, staff from the SEC’s Division of Trading and Markets will present an overview of the agency’s 2020 proposal, which introduced a conditional exemption from broker registration for certain finders. This rule was designed to facilitate capital formation while addressing legal ambiguities that have left many small businesses without compliant options for sourcing early-stage capital.
Industry Experts to Present Perspectives on Finders
The committee will also hear from two prominent industry figures:
- Gary Ross, Managing Partner at Ross Law Group, known for his work advising startups and investment funds on securities law.
- Kelley Arena, Founder of Golden Hour Ventures, a firm focused on early-stage investments and alternative financing structures.
These practitioners will offer insights into how finders operate in real-world scenarios, the risks they present, and the potential frameworks that could legitimize and regulate their activities without stifling innovation.
Topics likely to be explored include:
- Defining the scope of permitted activities for finders
- Identifying appropriate investor disclosures
- Implementing compliance conditions and safeguards
- Outlining eligibility criteria for exemption
The committee will evaluate how such a framework could promote responsible intermediation in private markets while maintaining a clear line between registered broker-dealers and exempt finders.
Background on the Committee’s Mission
The Small Business Capital Formation Advisory Committee serves as a critical advisory body to the SEC. Its mission is to ensure that policymaking reflects the needs of small and emerging businesses, especially with regard to access to early-stage capital and equity financing options.
The committee brings together experts from a variety of sectors, including legal, financial, entrepreneurial, and investor communities, to provide recommendations that help shape federal securities regulations affecting small businesses.
Meeting Details and How to Participate
The July 22 meeting will be open to the public. Attendees can join in person at the SEC’s Washington, D.C. headquarters or stream the proceedings live on the SEC’s website. Both options ensure broad accessibility and transparency for entrepreneurs, legal professionals, regulators, and investors interested in small business policy.
The full meeting agenda and additional information about the committee’s work are available on the SEC’s Small Business Capital Formation Advisory Committee webpage.
Expect updates following the meeting to highlight any formal recommendations and to signal next steps in the regulatory development process for both Regulation A modernization and the finder exemption framework.
For more information, contact the securities lawyers at Sallah Astarita & Cox, at 212-509-6544 or visit Securities Lawyer
Mark Astarita is a nationally recognized securities attorney, who represents investors, financial professionals and firms in securities litigation, arbitration and regulatory matters, including SEC and FINRA investigations and enforcement proceedings.
He is a partner in the national securities law firm Sallah Astarita & Cox, LLC, and the founder of The Securities Law Home Page - SECLaw.com, which was one of the first legal topic sites on the Internet. It went online in 1995 and is updated daily with news, commentary and securities law related links.
