Carta Collective

 View Only

 Which federal exemption makes sense when issuing shares to cofounder (Section 4(a)(2) vs. Rule 701)?

Cat Dumitru's profile image
Cat Dumitru posted 11-16-2023 19:20

Hello Carta Community,

Does anyone know which Federal Exemption applies when issuing stock to a cofounder?

I'm in the process of onboarding my cofounder into my startup and I need to specify a "Federal Exemption" when drafting a stock certificate in Carta. The Carta Support Center offers an overview of the different options and the 2 below seem most appropriate:

  1. Section 4(a)(2)
  2. Rule 701

Carta also lists "Non-US" as an option in the stock issuance form, which also seems applicable because my cofounder is not a US national (nonresident alien). My own digital stock certificate references "Section 4(a)(2)".

Does anyone know which of these 2 make the most sense for issuing cofounder stock? Thank you in advance!

Colleen Lowder's profile image
. Colleen Lowder

Hi @Cat Dumitru! Hopefully someone here in the community is willing to share some advice on the topic, but wanted to get you some support in the meantime. Here's Carta's knowledge base article on Choosing Federal Exemptions