SEED Act of 2025
Sponsored By: Representative Garbarino
In Committee
Summary
This bill would create a federal micro-offering exemption that lets small issuers raise up to $500,000 in a 12-month period with reduced disclosure while keeping federal antifraud protections.
Show full summary
- Entrepreneurs and very small issuers. It would let an issuer and affiliated entities offer or sell up to $500,000 of securities in a 12-month period without the usual federal disclosures and filings, lowering paperwork burdens for tiny capital raises.
- Investors and market integrity. Antifraud protections under the federal securities laws would still apply and the exemption would be unavailable to people barred by existing "bad actor" rules or statutory disqualifications.
- State regulators and rulemaking. The bill would add the micro-offering exemption to federal law and amend Section 18(b)(4) so states can treat offerings under section 4(a)(8) as an exempt basis. The SEC could adjust the $500,000 cap by CPI at least every 5 years.
Your PRIA Score
Personalized for You
How does this bill affect your finances?
Sign up for a PRIA Policy Scan to see your personalized alignment score for this bill and every other piece of legislation we track. We analyze your financial profile against policy provisions to show you exactly what matters to your wallet.
Bill Overview
Analyzed Economic Effects
1 provisions identified: 1 benefits, 0 costs, 0 mixed.
Easier micro-offerings for small businesses
This bill would create a federal micro-offering exemption for small issuers and related entities. Issuers would be able to sell up to $500,000 of securities in any 12-month period without full federal registration. The SEC would update the $500,000 limit for inflation at least once every five years. Adjustments would use the CPI-U and be rounded to the nearest $10,000 by Federal Register notice. People subject to disqualifying events under 17 C.F.R. or statutory disqualifications under the Exchange Act would not be able to use the exemption. States would be able to treat offers made under this federal rule as exempt from state registration.
Sponsors & CoSponsors
Sponsor
Garbarino
NY • R
Cosponsors
There are no cosponsors for this bill.
Roll Call Votes
No roll call votes available for this bill.
View on Congress.govTake It Personal
Get Your Personalized Policy View
Start a Free Government Policy Watch to see how policy affects your household, then upgrade to PRIA Full Coverage for year-round monitoring.
Already have an account? Sign in