How can we get investor consent in order to redeploy capital? - EB5Investors.com

How can we get investor consent in order to redeploy capital?

The developer we work with would like to sell because the market is strong, and they need to liquidate to pursue other opportunities. Our investors are mostly Chinese and have not reached the I-829 stage. The project PPM allows for redeployment, and investor consent is not required. As a best practice, we are considering obtaining investor consent. How would you recommend doing so?

Answers

Barbara Suri

Barbara Suri

Immigration Attorneys
Answered on

I would think that your agreement with the investors would allow not only for redeployment of the funds, but also the process, as soon as the goal of obtaining residency status is achieved.

Julia Roussinova

Julia Roussinova

Immigration Attorneys
Answered on

If PPM allows for redeployment, consents should be sought in writing upon consultation with your EB-5 immigration attorney and securities attorney.

Fredrick W Voigtmann

Fredrick W Voigtmann

Immigration Attorneys
Answered on

It is good that the original PPM allows for redeployment; many projects do not account for this possibility. If you do decide to get consent, you should get it in writing and in consultation with an attorney experienced in SEC-related matters.

Steffanie J Lewis

Steffanie J Lewis

Immigration Attorneys
Answered on

You can send a letter to each investor and ask for consent.

Charles Foster

Charles Foster

Immigration Attorneys
Answered on

The best way to get investor consent is to explain to them the legal necessity of maintaining their funds at risk up until they have filed the I-829 petition to remove conditions. Since investor consent is not required, what you should do is explain in detail why this is in their best interest, why it is legally required and why contractually the developer may do so all in their interest. You should describe the plans for redeployment and you should not only provide them with that explanation and at the very least ask them to acknowledge receipt of the explanation or even better, if they will approve same.

Russell C Weigel, III

Russell C Weigel, III

Securities Attorneys
Answered on

Without seeing the operating agreement and PPM, this question is impossible to answer precisely; however, you may wish to consider sending the investors an amendment to the PPM to fully disclose the opportunities and risks of the proposed redeployment investment options and explain how they are consistent with USCIS guidelines and consistent with their original investment and with Investment Company Act exemptions from registration. The actual investment choices you may wish to delegate to a licensed investment adviser to opine on to avoid triggering a possible requirement that the manager of the fund needs to register as an investment adviser. I hope this helps.

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