Definition of Accredited Investor under Regulation D, Securities Act of 1933

Under the Securities Act of 1933, a company that offers or sells its securities must register the securities with the SEC or find an exemption from the registration requirements. The Act provides companies with a number of exemptions. For some of the exemptions, such as rules 505 and 506 of Regulation D, a company may sell its securities to what are known as "accredited investors." The federal securities laws define the term-accredited investor in Rule 501 of Regulation D as:


  1. A bank, insurance company, registered investment company, business development company, or small business investment company

  2. An employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million

  3. A charitable organization, corporation, or partnership with assets exceeding $5 million

  4. A director, executive officer, or general partner of the company selling the securities

  5. A business in which all the equity owners are accredited investors




Learn more about the investment process at K4SoCal


What’s included in my Keiretsu membership?

Beyond the superior networking there are numerous benefits to becoming a Keiretsu Member:

  1. Monthly meetings (at any of the global Keiretsu chapters)
  2. Access to the Keiretsu Connect
  3. Access to the Proseeder deal tracking and deal information repository
  4. Participation in Keiretsu committees (Deal Screening, Due Diligence, Life Sciences, etc.)
  5. Attending annual special meetings (eg. Deal Expo, Cleantech Forum, Due Diligence Committee, etc.)
  6. Access to global angel network (1,500+ angels and growing)
  7. Due Diligence resources (DD Platform, DD Kick Starter)
  8. Participation in deals that have multi-chapter syndication funding
  9. Ability to introduce companies for Keiretsu deal screening

What are the annual Keiretsu membership fees?

Keiretsu Forum Southern California charges an annual membership fee will depend on the selected membership. This is a global access fee that allows members to attend all regular monthly meetings at any of the 39 chapters as well as access to Keiretsu special events (Keiretsu Deal Expo, Cleantech Forum, etc.) and all member benefits listed above. Corporations, venture funds and family offices are subject to a different fee structure and should reach out to Keiretsu Forum Southern California to learn more. For more information, please contact our Chapter President: Connie Harrell

How are companies selected to present at the Forum meetings?

Each month we follow structured review process to deliver the best quality deal flow to our members. Below is an infographic that outlines the steps leading up to a Forum meeting and those that follow.

Does Keiretsu charge success fees on investments?

No. Keiretsu does not take any equity, success fees, warrants or any other fees of any kind. Keiretsu is funded solely by membership fees, entrepreneur administrative fees and sponsors. Keiretsu is essentially a global investment network run by fellow investors.

How much do I need to invest?

Keiretsu has no annual minimum investment as we recognize that there are many components to an investing decision. The size of investment in any deal is completely up to the members’ discretion.

Will I be the only angel in a deal?

All members invest on their own but collaborate on due diligence. Your investment or your decision to invest is not tied to other members of Keiretsu Forum. Because companies can seek investment across the Keiretsu network you can collaborate with members in other chapters to complete diligence and negotiate a common term sheet.

What happens post-presentation? How can I participate and/or observe a deal?

It is important to indicate your interest level in a particular deal on the Gold Sheets provided at each forum meeting. The Keiretsu SoCal team consolidate all comments and interest levels to share with the entrepreneur. Members that are interested in a particular deal are connected so they can collaborate on due diligence and term sheet negotiations.

How do members collaborate on deals?

Keiretsu members collaborate on deals in two ways:

  1. Due Diligence
A lead Keiretsu member is chosen to champion the due diligence effort along with other members interested in a particular deal. This lead coordinates the other interested members and delegate due diligence responsibilities following the Keiretsu Due Diligence Platform. The lead will ultimately consolidate the information into a final due diligence report. This report is then shared with all interested parties to inform their investment decision.
  1. Term Sheet
Members of the DD team then negotiate favorable deal terms with the company seeking funds. This term sheet is then shared with all members considering investment.

What is the structure of a typical Keiretsu deal?

All members invest on an individual basis and are not part of a collaborative fund or limited partnership. However, members generally invest into one term sheet. The term sheet is generally negotiated by the group of angels who are leading the due diligence process, along with input from the rest of the participants. Companies in syndication (multi chapter investment) often arrive at the Central Canada region with a full due diligence report and term sheet in hand.

Does my Keiretsu membership extend to my immediate family?

Yes. We encourage your family to take advantage of the Keiretsu Forum local/regional/global community of investors and to this end, your Keiretsu Forum annual membership extends to your immediate family members.

How do I become a Keiretsu member?

Simply fill out the Membership Application by clicking here to start the process, or contact our Chapter President: Connie Harrell

Forum Locations

San Diego Forum

Wilson Sonsini Goodrich & Rosati

12235 El Camino Real

San Diego, CA 92130

Ventura County Forum

Hub 101

Operated by

California Lutheran University

31416 Agoura Rd  #105 

Westlake Village, CA 91361

Los Angeles Forum

Sheppard, Mullin, Richter & Hampton LLP

333 South Hope Street

Los Angeles, CA 90071

Orange County Forum

The Cove - University of California, Irvine

5270 California Avenue

Venture Cove A

Irvine, CA  92617

Contact info:

2901 W Coast Hwy., Suite 350 Newport Beach, CA  92663

United States

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