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VerifyInvestor.com: The Quiet Compliance Engine Behind Private-Market Investing

VerifyInvestor.com

Every time a private company raises capital from the public, an invisible question has to be answered before a single dollar changes hands: is this investor actually allowed to invest? For more than a decade, VerifyInvestor.com has built its business on answering that question quickly, cleanly, and in a way that holds up when regulators come knocking.

A company born from a rule change

VerifyInvestor.com traces its origins to a pivotal shift in U.S. securities law. When the JOBS Act took effect, a new exemption known as Reg D Rule 506(c) allowed issuers to publicly advertise, or "generally solicit," private investment offerings for the first time. The tradeoff was a new obligation: issuers could no longer simply take an investor's word for it. They now had to take reasonable steps to verify that each participant was genuinely accredited.

That single requirement created an entire category of compliance work overnight. An investor typically qualifies as accredited by meeting income thresholds of $200,000 individually or $300,000 with a spouse, or by holding a net worth above $1 million excluding their primary residence. (The definition has since broadened to recognize certain professional licenses and financial sophistication.) Confirming those facts, reviewing sensitive financial documents, and producing an audit-ready record is exactly the kind of task most issuers, sponsors, and platforms would rather not build in-house.

Co-founded by brothers JL Law and JT Law, VerifyInvestor.com was one of the earliest movers to industrialize that process. Rather than leaving verification to ad-hoc letters from lawyers and accountants, the company created a streamlined online service that could confirm accredited status reliably and at scale, giving issuers a defensible compliance trail and giving investors a confidential, standardized way to prove their eligibility once rather than repeatedly.

Joining the TZERO ecosystem

In early 2018, the company reached an inflection point when tZERO, a financial-technology firm focused on the future of capital markets, acquired a majority stake. VerifyInvestor.com became a majority-owned subsidiary while continuing to operate its verification platform.

The acquisition was more than a change of ownership. tZERO is backed by significant institutional investors, including interests tied to the New York Stock Exchange's parent, and has spent years building regulated infrastructure for digital securities, ultimately becoming one of only a small number of firms approved to provide compliant digital-securities custody in the United States. Folding investor verification into that ecosystem gave VerifyInvestor.com a strategic role: it became a foundational compliance layer beneath tZERO's broader ambitions in tokenization and private-market liquidity.

From a single product to a compliance suite

What began as accredited-investor verification has grown into a full onboarding-compliance offering. The core accreditation product remains the flagship, but issuers today face a tangle of obligations that rarely stop at accreditation alone. Historically, that forced them to stitch together multiple vendors, each handling one slice of the process.

VerifyInvestor.com set out to collapse that fragmentation. In 2024, it launched an anti-money-laundering and know-your-customer screening service, adding identity verification, biometric liveness and face-match checks, sanctions and AML screening, and ongoing monitoring for emerging risk. The result positioned the company as a single destination for the two compliance functions issuers most often need together: confirming who an investor is and confirming that they qualify.

Around the flagship product sits a wider menu: qualified purchaser and qualified client verifications for offerings with higher sophistication thresholds, fully customizable verification workflows that issuers can tailor to their own requirements, and true-and-correct certification of critical documents such as government IDs, passports, and proof of address. The through-line is consistency: one provider, one standard, one record that stands up under audit.

Betting on the on-chain future

The company's most forward-looking move arrived in late 2025 with On-ChainPass, a tokenized investor passport. Built on Soulbound Tokens, non-transferable blockchain credentials tied to a specific holder, On-ChainPass lets an investor verify their identity and accreditation once and then carry that verified status across multiple offerings without repeatedly exposing sensitive personal information.

The idea addresses one of the most persistent frustrations in private markets: investors re-submitting the same documents to every new deal, and issuers re-running the same checks. By turning a verified credential into a portable, privacy-preserving token, On-ChainPass aims to bring compliant identity and eligibility directly into decentralized finance and digital-securities workflows, where verification has traditionally been a stumbling block. It is a natural expression of the company's place inside tZERO's digital-securities infrastructure, extending trusted verification onto the rails where the next generation of assets is being built.

Why it matters

Compliance rarely makes headlines, but it determines whether capital can move at all. VerifyInvestor.com occupies an unglamorous yet essential position in the private-market stack: the checkpoint that lets legitimate offerings reach legitimate investors while keeping fraud, ineligible participants, and regulatory risk out. Its clients have used that verification trail to navigate audits and investigations, a reminder that the real product is not a checkbox but defensibility.

As private markets expand and as tokenization pushes more of finance on-chain, the demand for fast, reliable, and portable proof of who an investor is, and what they're allowed to do, only grows. Having spent a decade turning a regulatory requirement into dependable infrastructure, VerifyInvestor.com is positioned to remain the quiet engine making that participation possible.

You asked about digital assets. Let's talk. [Live Q&A]

VerifyInvestor.com

Hi Accredited Investors from VerifyInvestor.com,

In a recent survey of our verified accredited investor community, a clear theme came through: many of you want to understand what's actually happening with digital assets and tokenization, beyond the headlines.

So we're hosting a live webinar with Q+A built around exactly that.

The New SEC Direction on Digital Assets: What Accredited Investors Need to Know 

June 23, 1 p.m. EST via Zoom live webinar

Over recent months, the SEC has issued formal guidance on tokenized securities, addressed structures involving tokenized money market funds, and, alongside the CFTC, released a digital asset taxonomy framework. We'll unpack what's changed, what it means for private market participants, and where this is likely heading.

Moderated by Jenny Shields, VP of Operations at VerifyInvestor.com, with:

  • Iryna Kuzyk, tokenization expert at Legal Nodes, on the legal and regulatory structuring behind tokenized securities

  • Mike Diedrichs, SVP / Global Head of Sales at tZERO Group / VerifyInvestor.com, on institutional infrastructure for digital securities

We'll cover the topics that came up most in your survey responses, how tokenization fits within existing securities law, which real-world assets are drawing institutional attention, the legal structures behind these offerings, and the risks worth scrutinizing before participating.

A live audience Q&A is included. Bring your questions; this is your chance to ask the experts directly. You can also submit a question in advance when you register.

[Reserve My Spot →]

We're keeping this exclusive to our community of verified accredited investors.

VerifyInvestor.com

This session is for general educational and informational purposes only and does not constitute legal, financial, investment, tax, or corporate advice. Please consult an independent professional before making any investment, structuring, or compliance decisions.


SEC Explores Modernizing RMBS Regulations to Boost Housing Affordability

VerifyInvestor.com

Few would dispute that the United States is currently facing a housing crisis. A combination of factors,  including housing shortages, soaring home prices, the lasting effects of the pandemic, rising property taxes, high interest rates, proposed tariffs, and more, has resulted in what has now become an acute housing crisis. 

Unaffordable housing and the lack of adequate housing supply directly affect the health of the U.S. economy. It affects labor markets and the country’s overall productivity. High housing costs leave consumers with less money to spend and make it harder or impossible for workers to move to areas with better job opportunities.

Read More

Navigating Secondary Transactions: Opportunities and Pitfalls for Private Market Issuers

VerifyInvestor.com

For securities, there are two types of markets: the primary market and the secondary market.

The primary market is the place where securities are first issued by various companies or the government, and are then sold directly to investors, to raise capital for growth or to support various company projects. Only new or previously unissued securities are sold in the primary market. 

The secondary market, on the other hand, is where investors and traders go to buy and sell securities among themselves. These are securities that were issued and purchased in the primary market. However, instead of selling their interests back to the company that issued them (i.e., the issuer), secondary markets allow investors and traders to sell their securities among themselves. Two of the most recognizable secondary markets are national exchanges: the New York Stock Exchange and the Nasdaq.

Read More

A Practical Guide to Blue Sky Law Compliance

VerifyInvestor.com

When it comes to securities law compliance, most discussions regarding private equity and issuers tend to focus only on the federal rules and regulations. The bulk of articles examining securities law issues or compliance speak only to the Securities and Exchange Commission’s (SEC) approach and enforcement actions. However, this tells only half the securities law story. For issuers and private equity investors, the other half of the compliance story lies with the states. State “blue sky laws” may not get a lot of press, but they play an important role in compliance. Obeying state “blue sky laws” is every bit as critical as complying with the Securities and Exchange Act of 1934 (“Securities Act”).

Read More

Securities Law Implications of Private Placement Memoranda in Regulation D Offerings

VerifyInvestor.com

When companies (whether public or private) want to raise capital to start their business or fund operations, improvements, or expansion of the business, they often turn to offering and selling securities to investors to raise the money they need. 

While capital raising is never easy, securities are one of the most popular ways for startups and established companies alike to raise money from investors. But before securities can be offered or sold, they must be registered with the Securities and Exchange Commission (SEC) unless they come within a legal exemption. SEC registration is a laborious, complicated, and expensive process. Which is why most companies look for an exemption from registration under the Securities and Exchange Act, such as Section 4(a)(2) or Regulation D (“Reg. D”). Not having to register securities can save a company a significant amount of time and expense. 

Exempt security offerings are referred to as “private placements.”

Read More

Legal Overview of EB-5 Immigrant Investor Program Offerings and SEC Compliance

VerifyInvestor.com

The EB-5 Investment Program — What Is it?

The U.S. market offers the largest consumer market on earth and boasts the highest global household expenditure. On top of that, the U.S. has one of the most open markets and best investment climates in the world. So it’s no wonder that the U.S. is the top destination for foreign business investors.

Foreign nationals who want to live and work in the United States have a fast track to permanent residence if they are also investors. In 1990, Congress established the “EB-5 Immigrant Investor Program” (referred to herein as “EB-5,” the “EB-5 Program,” or “the Program”) to allow foreign investors and their families (spouse and unmarried children under the age of 21) to obtain permanent residency (a green card). The EB-5 Program — named for the visa received (“employment-based fifth preference”) — can be the fastest way to become a permanent U.S. resident.  

If, that is, you can qualify for the Program.

Read More

The Rise of Feeder Funds and SPVs: Legal Tools for Aggregating Private Investors

VerifyInvestor.com

The world of investments in 2025 is a heady mixture of uncertainty and opportunity. Alternative investment markets, such as private equity and private credit, are experiencing rapid growth as investors seek potentially higher yields with reduced risk.

Feeder funds and special purpose vehicles (SPVs) are on the rise as key tools for aggregating private investors, making it easier for more investors to take advantage of private equity opportunities. They offer unique benefits for both investors and issuers. 

So let’s take a closer look at these investment tools to see how they work in the private capital markets.

Read More

Elevating Retail Investor Protection: The SEC’s FY 2026 Advocate Report

VerifyInvestor.com

The Office of Investor Advocate (“OIAD” or “Office”), is the arm of the Securities and Exchange Commission (SEC) responsible for identifying, analyzing, and addressing investor concerns and issues. Its mission is entirely investor-focused. By statute, the OIAD is required to:

  • Assist retail investors in resolving significant problems they may have with the SEC or self-regulatory organizations (SROs).

  • Identify areas where investors could benefit from regulatory changes.

  • Identify problems with financial service providers and investment products.

  • Analyze the impact proposed rules and regulations may have on investors, and

  • Propose appropriate changes to the rules and regulations.

It is also required to file two reports each year with the Committee on Banking, Housing, and Urban Affairs of the Senate and the Committee on Financial Services of the House of Representatives. One of these reports is the OIAD’s “Report on Objectives.” As the name implies, this is a detailed analysis of Office’s objectives for the upcoming fiscal year.


On June 25, 2025, the Office delivered its Report on Objectives for Fiscal Year (FY) 2026 (“Report” or “Report on Objectives”) to Congress. Below, we will touch on some of the key objectives identified in the Report.


Office of Investor Advocate Report on Objectives for Fiscal Year 2026.

At the outset, the Report identifies six policy objectives for FY 2026:

Enhancing the Accessibility of Disclosures for Investors

  • Disclosure and Investor Testing

  • China-Based Variable Interest Entities

  • Private Market Investments in Retirement Accounts

  • Evaluating the Potential Impact of SRO Rule Proposals on Investors, and

  • Crypto Task Force Requests for Information.


Our review begins with the most striking policy objective in the Report: 


Private Market Investments in Retirement Accounts.

Notably, the Report on Objectives recognizes that private equity and alternative investments are important to investors, despite their heightened risks, thus, one of the policy objectives for FY 2026 will be “exploring the issues” surrounding including private equity and private equity credit in retirement savings plans (i.e., 401(k) plans).

If this is allowed, retail investors will be given greater access to alternative investments through their retirement plans. And their retirement plans could, in turn, become a significant source of capital for private fund managers. Despite these advantages, the OIAD is cognizant of the tensions between allowing expanded investment opportunities into the private market and protecting retail investors. The OIAD is also aware that allowing retirement funds to include private equity and private equity credit will create complex issues, such as fiduciary duties arising under the Employee Retirement Income Security Act of 1974 (ERISA), that must be taken into account if retirement plans are allowed to invest in private equity.

While opening up retirement accounts to private equity may be desirable, the OIAD does not make the rules or regulations. The information it provides to the SEC is informative and may be persuasive or influential, but ultimately, it’s up to the regulators to determine what investments markets are open to retirement accounts. Therefore, whether retirement funds will be allowed to invest in private equity or private equity credit remains to be seen.


Enhancing Accessibility of Disclosures for Investors

Another policy area identified in the Report is the SEC’s disclosure rules. The SEC has disclosure rules in place to promote transparency and protect investors by providing them with material information regarding investment companies and opportunities. The problem is that over the years, disclosures have become so complex and so costly to companies that serious questions have arisen as to whether they are even effective

The situation has been described as causing “information overload” for investors — in other words, disclosures now provide so much information that investors have trouble understanding them or finding the exact information they need.

Recognizing this, one of the OIAD’s objectives for 2026 is to examine and investigate ways in which disclosures can be made more comprehensible to investors and more “user-friendly.” 


Disclosure and Investor Testing

Along with pursuing avenues for making disclosures less cumbersome and more intelligible for investors, the OIAD will continue to encourage investor testing and research on existing and proposed disclosures provided to investors.

It is through investor research and data testing that the OIAD learns what is working for investors and companies and what is not. For mandated disclosures, the goal is to understand how to protect investors by disclosing information that is necessary and understandable, while at the same time not overburdening companies with the cost of providing disclosures that have no real material benefit to investors.


Combating Investment Fraud

Another important objective for the OIAD in 2026 is strengthening the SEC’s efforts to combat financial fraud. The SEC recently launched the Interagency Securities Council (the “Council” or “ISC”), which is a joint task force made up of federal, state, and local regulatory and law enforcement professionals dedicated to reducing financial fraud. The Council meets regularly to share information and discuss emerging investment fraud scams and trends. They also review case studies and propose innovative solutions to combat financial fraud.

In its Report, the OIAD states as an objective to act through the ISC to enhance the SEC’s enforcement abilities and support regulators and law enforcement agencies at all levels of government, in their investigation and prosecution of fraud. 

Monitoring Risks Associated with China-based Variable Interest Entities (VIEs).
The OIAD Report highlights the concerning issue of the proliferation of the use of US-listed companies based in the People’s Republic of China that use variable interest entities (VIEs) as a means of getting around China’s restrictions on foreign ownership and direct listing on exchanges outside of China. The use of VIEs means that many US investors may be investing in the stock of shell companies without knowing it. This raises serious and complex investor protection issues. Thus, the OIAD has made it one of its objectives to explore and investigate this situation during FY 2026. They intend to raise awareness regarding VIE use and to bring this issue and its ramifications to the attention of the SEC and staff.  

Using Nationwide Survey Data and Behavioral Research to Inform Policy Development
The final objective we will touch on here is the OIAD’s responsibility to identify potential changes to SEC rules and regulations that may benefit investors. To further this responsibility, the OIAD conducts research through the OIR — a multidisciplinary group of scientists that uses investor testing, surveys, and statistical modeling to provide the SEC with information and insights into investor behavior.

The OIR maintains a nationally representative survey panel of U.S. retail investors that is the agency’s primary tool for understanding retail investors. This panel, called “THRIVE,” provides longitudinal surveys that assist in evaluating issues of importance to investors as well as revealing investor attitudes and activity, so that the SEC can respond to emerging issues and develop appropriate policies. The OIAD’s objective for FY 2026 is for OIR to continue to manage THRIVE and provide significant research on investor preferences with regard to electronic disclosures.


Whether it is setting policy, verifying accredited investors, identifying investor preferences, or knowing how to verify an investor, the securities laws touch on a vast number of financial and investment issues of importance to all investors and issuers. VerifyInvestor.com makes verifying accredited investors easy, cost-effective, secure, and reliable. Our services, (which also include qualified purchaser and qualified client verification), are always code-compliant and confidential. We help companies fully and easily comply with their legal obligations to verify accredited investors.