EB5 Investors Magazine Volume 2 Issue 2 | Page 38

PRACTICE POINTERS { } Practice Pointers is a new feature of EB5 Investors Magazine, established to provide a venue for seasoned practitioners to share their experiences working in the EB-5 field. Topics may vary from issue to issue but the theme will remain the same—real world, practical accounts for attorneys, developers and investors. In this installment, Michael Homeier discusses the invaluable contributions of business lawyers and H. Ronald Klasko talks marketing while lawyering. The Business Lawyer Beyond Just Securities by Michael G. Homeier While immigration attorneys are often front and center in EB-5 transactions, securities lawyers are understood to play an essential role in the process that is only ignored at a business’s great peril. EB-5 professionals now know that the Securities and Exchange Commission considers EB-5 investment opportunities to involve securities. Securities lawyers readily take on the task of generating the complex sets of disclosure documents essential to satisfy the U.S. securities law requirement that prospective investors be provided with all material facts about the proposed investment opportunity prior to investing, to help assure that the investment decision is as informed as possible. In addition to actually drafting the disclosure documents, securities lawyers also actively advise clients about how to lawfully conduct their offerings using those documents, and whom to work with to help sell their securities. 36 Some lawyers specialize only in securities work, and within that broader umbrella definition, many focus on only a select part of the overall universe of such work: some in private offerings (Reg D and Reg S), some on broker-dealer issues (registration and compensation), and others on one or the other of the 1940 Acts (the Investment Company or Investment Adviser Acts). Beyond just securities, many other lawyers combine an emphasis in securities law with the wearing of an additional hat—that of a business lawyer. Business lawyers are as vital to the success of every EB-5 business as the securities lawyers, as they consider EB-5 in the context of real-world business. E B 5 I n v esto rs M ag a z i n e