Disclosure Statement
Last Updated: Dec 31, 2015 03:03

?Specific Required Disclosures

Following four statements will appear on the Disclosure Statement of each offering.
(a) Identifying information about, and description of, the issuer;
(b) Restrictions on transfer;
(c) Intended use of proceeds;
(d) Risks to purchasers;
(e) Terms of Securities

1. Risk Factors

The Risk factors section should include a short presentation of each material risk specific to your company, the offering, the industry in which you operate, or the securities being offered. Generalized statements applicable to all businesses or industries should be avoided. Each risk should be organized under a separate heading and prioritized in order of importance.

1.1 Specific to the Issuer 
Describe the risk factors specific to your company? Risk factors that are specific to the issuer may include: lack of operating history, lack of profitability, management inexperience, dependence on key personnel, dependence on key suppliers or customers, absence of a proven market for a product or service; delinquency in the payment of local, state, or federal taxes; increased risk of loss to investors due to outstanding debt incurred to finance operations, acquire property, or acquire equipment; potential conflicts of interest involving officers, directors, other key persons or affiliates; ongoing or possible litigation; future capital needs, or market competition.

1.2 Specific to the Industry
Describe your company's risks factors specific to the industry you are in. For example for a global manufacturer of office equipment the risks factors might include: Ability to respond to rapid technological changes; highly competitive markets (risk of fierce competition, shift in demand to low-priced products,
shorter product life cycle, threat of new entrants and substitute products); Global business operations (unfavorable political or economical factors,fluctuations in foreign currency exchange rates,potentially adverse tax consequences, etc.); Procurement of parts and materials; Protection of intellectual property rights; Failure on securing and retaining skilled personnel; Environmental laws and regulations; Product liability; Information security. The risks vary by industry and the area in which you do business.


2. General Material Information

Clear description of Business Plan
Clear description of goods or services provided
Location of facilities
Sales information
Major customers
Material terms of key sales contracts and other contractual obligations
Competition
Trends in the industry
Marketing strategies
Future events that management believes must occur in order for the issuer to meet its business objectives
Description of the progress of development of a prototype or new product
Steps taken to protect intellectual property
Description of advertising and other promotional activities
License agreements
The impact of supply for key materials is interrupted or if materials dramatically increase in price
The terms of facility leases including expiration dates and renewal options
The terms of transactions involving the purchase, lease, or sale of property or equipment to or from an officer, director, stockholder or other key person of the issuer

2.2 History of the company's operations and organization
Tell your company's story. Mention important dates or events which had an impact on your business.What year did it start? Where was it first located? Any relevant partnerships or additions to executive team? Any material transactional and financial events in the history of the company? Relationship to other businesses entities that are part of a la
up

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