About
Michael Sewell has practiced law in Missouri since 2005. Through Sewell Law, Michael Sewell forms LLCs, corporations and trusts, and he represents businesses and individuals in a wide range of civil law matters. Prior to practicing law, Michael Sewell spent more than a decade leading marketing, strategic planning, and market development for multi-billion dollar corporations like SuperValu, Save-A-Lot, Ltd., D’Arcy Advertising, Burger King and Maritz.
Michael Sewell holds an MBA from Lindenwood University, and a law degree from St. Louis University School of Law. Michael is licensed to practice law in all Missouri state courts, in the U.S. Eastern District Court of Missouri, and in the U.S. Bankruptcy Court for the Eastern District of Missouri. Although not licensed in Illinois, Michael is still able to represent you in litigation matters in that state.
Michael has litigated more than 100 lawsuits, formed more than 100 LLCs, and advises clients on a wide range of business and real estate issues. In 2005, Michael joined the law firm of Berger, Cohen & Brandt, L.C., and in January of 2015, he formed Sewell Law, LC to provide legal services in the areas of business formation, trusts, litigation and private investment funding under the JOBS Act.
Signed into law in April of 2012, the Jobs Act has three principal parts designed to make it easier for private businesses to raise investment capital. In September of 2013, the U.S. Securities and Exchange Commission (SEC) finalized Rule 506(c) under Title II of the JOBS Act, which allows businesses of all sizes to openly solicit investment. This is a revolutionary change in U.S. securities laws, as since 1933, private companies were not allowed to openly advertise their private offering. While businesses can now openly advertise their securities offerings under Rule 506(c), they can only sell their securities to accredited investors. These are basically high income, high net worth individuals and companies.
On June 19, 2015, the SEC implemented Title IV of the Jobs Act by amending Regulation A, dubbed Reg A+. This regulation allows U.S. and Canadian companies to raise up to $50 million per 12 months from any type of investor, accredited and non-accredited, under Tier 2 of Reg A+. However, while Rule 506(c) only requires the issuing company to file a brief notice filing with the SEC, Reg A+ requires the issuing company to file an extensive offering statement with the SEC, which must be reviewed and approved (qualified) by the SEC. Qualification by the SEC can take months, and the development of the offering statement and the ongoing reporting requirements under Reg A+ can be expensive. Nonetheless, this is a very good option for many companies that want to sell their securities to any type of investor.
Finally, Title III of the JOBS Act, Regulation Crowdfunding, became effective on May 16, 2016. It allows private companies to raise up to $1 million per 12 months by selling their securities (debt or equity) through online crowdfunding portals. Like Reg A+, companies will be able to sell their securities to any type of investor, whether accredited or non-accredited, and they can use advertising to direct prospective investors to the website hosting their investment offer.
Feel free to contact us for a free consultation on developing an asset protection plan that is right for you and for information about raising investment capital under the JOBS Act.
