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CPOs could help small businesses — and regular people

Mom-and-pop businesses and entrepreneurs needing cash to get off the ground may soon have an alternative source of revenue.

Following the lead of several other states, Oregon's Division of Finance and Corporate Securities is drawing administrative rules that would allow Oregonians to invest in small-scale enterprises that until now have been off-limits, except to deep-pocketed "accredited investors" meeting Securities and Exchange Commission standards.

Small businesses currently can't legally solicit investment from clients and customers. But thanks to an entrepreneurial-minded consulting firm in Portland, something called Community Public Offerings is right around the corner.

"It's sort of like an IPO for the rest of us," said Amy Pearl, executive director of HATCH, who began pushing the idea in Salem last May after a similar proposal passed the Washington Legislature and was signed into law. "The idea is to retain capital in a community. Right now, all of our long-term savings is in Wall Street. So how do we get some of this money back? Also, how do we engage local folks in helping to launch the kind of companies we want to see?"

Pearl was in Medford Monday to meet with mentors and small-business consultants who advise people about raising capital.

The intent was to pursue legislation, Pearl said, but unexpectedly the movement found favor among DFCS regulators after a 90-minute discussion. After putting together a draft for legislators, she was called back to Salem, where the administrator suggested there was plenty of backing for the proposal and the process could be simplified by simply writing administrative rules.

"It has proceeded thoughtfully, with lots of feedback from across the state in a very collaborative process to the point where it is going up for public comment Dec. 3 and made legal the first of the year," she said.

The proposed investment cap is $250,000 annually, compared to other states where the upper end is $1 million, or even as high as $2 million, Pearl said.

"This is the lowest cap of all the states except Maryland, where they are doing something a bit different," she said.

At this point, investors are limited to $2,000 per person, per deal, per year, and must be Oregon residents. The targeted businesses range from pie shops and restaurants to small farms.

"It meets the needs of the kinds of businesses we're trying to serve, not that it just makes the regulators happy," Pearl said. "If a big mixer breaks at a bakery that has been doing well for 10 years, and they need a new one, or if they want to expand next door, they either use their credit card or go to the bank or they mortgage their home. This way they will be able to go to their community."

Oregon businesses hoping to use CPOs will have to provide disclosures and information about the business. Although the rules are still being hammered out, companies will need to address many of the same factors they must disclose in initial public offerings, including ownership experience, duties, litigation and how the funds will be spent.

The vast majority of residents, who don't meet SEC-accredited investor requirements, she said, are currently limited to investing in the stock market, mutual funds and IRAs — instruments that send money outside of where they live. Investors will incur risks just like they do in other investments. The only state-required fee will be a $200 registration.

"Shareholders will not be the kind exerting control in the business," Pearl said. "This is not Shark Tank, it's more like Guppy Tank."

Pearl estimates as much as $915 million is available, based on national figures.

"Previously all that money has been unable to be used for local investing," she said. "It's a really, really big deal for people to invest nearly $1 billion per year."

To find out more about Community Public Offerings, call HATCH at 503-452-6898, Sustainable Valley Technology Group at 541-414-0000, email capital@hatchthefuture.org or go to www.hatchthefuture.org.

Reach reporter Greg Stiles at 541-776-4463 or business@mailtribune.com. Follow him on Twitter at www.twitter.com/GregMTBusiness, on Facebook at www.facebook.com/greg.stiles.31, and read his blog at www.mailtribune.com/Economic Edge.