Crowdfund Capital Advisors

Compliance

Reg CF Compliance Hub

Your raise closed. Your reporting just started. Here's what Regulation Crowdfunding requires next, and the fastest way to file it.

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Guide · Form C-AR

Form C-AR Filing Requirements: What Reg CF Issuers Must Know

Every company that raises money under Regulation Crowdfunding must file an annual report, Form C-AR, with the SEC each year. Here's how to do it step by step, from the team behind CARfiling.com.

  1. 1

    Confirm your deadline

    Form C-AR is due no later than 120 days after the end of your fiscal year. For a December 31 year-end, that's around April 30. The obligation starts with the first fiscal year-end after your offering closes.

  2. 2

    Get your EDGAR access ready

    You file on the SEC's EDGAR system, which is free. Make sure your company's EDGAR account and login credentials work before the deadline gets close. Access problems are the most common cause of late filings.

  3. 3

    Prepare your financial statements

    Include financial statements for the most recent fiscal year, certified as true and complete by your principal executive officer. If you have reviewed or audited statements, include those instead.

  4. 4

    Update your company disclosures

    Report current information on your business, officers and directors, ownership and capital structure, the number of employees, material risks, and related-party transactions. Much of this mirrors your original Form C, updated for the year.

  5. 5

    File on EDGAR and post on your website

    Submit Form C-AR on EDGAR, then post the annual report on your company website. Investors should be able to find it there.

Common mistakes

  • Assuming the portal files for you. It doesn't. The issuer is responsible.
  • Waiting until April to sort out EDGAR access.
  • Copying last year's Form C without updating officers, risks, or capital structure.
  • Forgetting to post the report on the company website.
  • Stopping filings without first filing Form C-TR.

The cost of missing it

If you don't file required annual reports, you can lose the right to raise under Regulation Crowdfunding again. A company that hasn't filed its required reports in the two years before a new offering can't use the exemption until it's current. Your investors also lose the information they were promised.

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Guide · Form C-TR

Form C-TR and ongoing reporting: why issuers miss them

Annual reporting keeps going until you formally end it. Form C-TR is the filing that ends it, and it's due within 5 business days of becoming eligible. Many issuers just stop filing Form C-AR, thinking the obligation ended with the raise or when the company changed course. Without a Form C-TR on record, the obligation stays open and the missed reports pile up.

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FAQ

Form C-AR questions, answered

When is Form C-AR due?

No later than 120 days after the end of your fiscal year. For calendar-year companies, that's around April 30.

What happens if I miss the deadline?

File as soon as you can. A company that hasn't filed its required annual reports in the two years before a new offering can't use Regulation Crowdfunding again until it catches up. Missed filings also erode investor trust.

Can I file Form C-AR myself?

Yes. Any issuer with EDGAR access can file directly, and EDGAR charges no filing fee. CARfiling guides you through the form so it's done correctly and on time.

Do my financial statements need to be audited?

Not necessarily. Statements certified by your principal executive officer are generally enough. If you already have reviewed or audited statements, you must provide those.

How long do I have to keep filing?

Every year until you qualify to stop and file Form C-TR. For example, you may qualify once you have fewer than 300 holders of record after at least one annual report, or after three annual reports with total assets of $10 million or less.

What is Form C-TR?

It's the notice that ends your ongoing reporting obligation. You must file it within 5 business days of becoming eligible to stop reporting.

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