Capital Formation Pathway

Raise Up to $75M
Every 12 MonthsOn QSTAK®

Regulation A+ Tier 2 lets companies raise up to $75 million in a 12-month period — with general solicitation, non-accredited investor participation, and a regulated path to public-style liquidity. QSTAK® tokenizes the entire offering end-to-end. Host multiple REG A series offerings simultaneously.

$75M

Max Raise (12 Months)

All

Investor Types Eligible

Form 1-A

SEC Filing Vehicle

ATS

Secondary Liquidity

Why Regulation A Tier 2

Key Features
of a Tier 2 Offering

A flexible, public-facing capital-raising framework that bridges private placements and full IPOs — now supercharged by on-chain infrastructure.

Up to $75M Capital Raise

Raise up to $75 million in aggregate within a rolling 12-month period — a meaningful ceiling for growth-stage companies seeking public-style capital and liquidity.

Non-Accredited Investors Welcome

Unlike Reg D, Tier 2 permits everyday, non-accredited investors to participate, subject only to investment limits tied to their income or net worth.

General Solicitation Allowed

Companies may publicly market and advertise the offering — across social media, webinars, and digital channels — dramatically expanding investor reach.

SEC-Reviewed Offering Statement

Filed on Form 1-A and qualified by the SEC, providing investors with a reviewed disclosure document and companies with a structured regulatory pathway.

Continuous or Delayed Offerings

Tier 2 supports continuous offerings and at-the-market programs, letting companies draw capital on their own timeline over the 12-month window.

Path to Public Liquidity

Reg A securities can trade on regulated secondary markets, giving investors liquidity and companies a stepping stone toward broader public market access.

Tier Comparison

Tier 1 vs Tier 2

Two pathways under Regulation A — each with distinct trade-offs in raise limits, state review, and ongoing obligations.

Feature
Tier 1
Tier 2
Maximum Raise (12 months)
Up to $20M
Up to $75M
Non-Accredited Investors
Yes — no limits
Yes — subject to limits
State Blue Sky Review
Required (state-by-state)
Preempted (federal only)
Audited Financials
Two years (balance sheet)
Two years audited
Ongoing Reporting
Limited
Annual + semi-annual + current
General Solicitation
Permitted
Permitted

Preparing a Regulation A offering? Securely share your due diligence documents with Craft Capital Management LLC through a regulated QSTAK® Data Room.

Request a Data Room
Investor Participation

Who Can Invest?

Tier 2 opens the door to both accredited and non-accredited investors, with sensible limits that protect everyday participants.

Accredited Investors

No investment limit

Verified accredited investors may invest without restriction on the amount allocated to the Tier 2 offering.

Non-Accredited Investors

10% of income or net worth

Capped at the greater of 10% of annual income or 10% of net worth, whichever is higher — measured at the time of sale.

Investment limits for non-accredited investors are calculated at the time of sale and based on the greater of annual income or net worth. QSTAK® automates accreditation verification and limit checks as part of the on-chain compliance layer.

From Filing to Funding

The Reg A+ Tier 2 Process

A structured, SEC-overseen pathway — streamlined end-to-end through QSTAK®'s regulated infrastructure.

01

Eligibility & Preparation

Confirm your company meets Reg A eligibility, prepare audited financials, and structure the offering terms and token economics.

02

Form 1-A Filing

Draft and submit the offering statement (Form 1-A) to the SEC, including the offering circular, financials, and business plan.

03

SEC Review & Qualification

Respond to SEC comments through review rounds until the offering statement is qualified — the green light to begin accepting investments.

04

Tokenize & Launch

QSTAK® mints compliant digital securities on-chain, opens the offering to investors, and manages accreditation, KYC/AML, and capital flow.

05

Ongoing Compliance & Reporting

Maintain Tier 2 ongoing reporting (annual, semi-annual, and current reports) while QSTAK® handles transfer agent and cap-table duties.

The QSTAK® Advantage

Why Tokenize Your Reg A+
with QSTAK®

Democratized Access to Capital

Tap a broad base of retail and institutional investors previously excluded from private placements, widening your funding funnel.

Transparent, On-Chain Settlement

QSTAK® brings Reg A offerings on-chain — enabling real-time cap-table visibility, automated compliance, and instant transfer-agent records.

Regulated, Compliant Rails

Issuance, custody, and transfer run through QSTAK®'s SEC-registered and FINRA-member broker-dealer infrastructure.

Secondary Liquidity from Day One

Eligible Reg A tokens can list on QSTAK®'s regulated ATS, giving investors an early exit path and your offering a liquidity premium.

Important Regulatory Notes

Regulation A offerings are subject to SEC qualification and ongoing reporting requirements. Tier 2 issuers must file annual, semi-annual, and current reports with the SEC. This page is for informational purposes only and does not constitute legal, tax, or investment advice. Companies should consult qualified securities counsel before pursuing a Reg A offering. QSTAK® provides the technology and regulated broker-dealer infrastructure; it does not provide legal advice or guarantee qualification of any offering.

Ready to Raise Up to $75M On-Chain?

Bring your Regulation A Tier 2 offering to QSTAK® — compliant issuance, regulated custody, and secondary liquidity, all on one institutional-grade platform.