Rule 215 --
Accredited Investor
The term accredited investor as used in section 2(15)(ii) of
the Securities Act of 1933 shall include the following persons:
- Any savings and loan association or other
institution specified in section 3(a)(5)(A)
of the Act whether acting in its individual or fiduciary capacity; any
broker or dealer registered pursuant to section 15 of the
Securities Exchange Act of 1934; any plan established and maintained by a
state, its political subdivisions, or any agency or instrumentality of a
state or its political subdivisions, for the benefit of its employees, if
such plan has total assets in excess of $5,000,000; any employee benefit
plan within the meaning of Table I of the Employee Retirement
Income Security Act of 1974, if the investment decision is made by a
plan fiduciary, as defined in section 3(21) of
such Act, which is a savings and loan association, or if the employee
benefit plan has total assets in excess of $5,000,000 or, if a
self-directed plan, with investment decisions made solely by persons that
are accredited investors;
- Any private business development company as
defined in section
202(a)(22) of the Investment Advisers Act of 1940;
- Any organization described in section 501(c)(3)
of the Internal Revenue Code, corporation, Massachusetts or similar
business trust, or partnership, not formed for the specific purpose of
acquiring the securities offered, with total assets in excess of
$5,000,000;
- Any director, executive officer, or general
partner of the issuer of the securities being offered or sold, or any
director, executive officer, or general partner of a general partner of
that issuer;
- Any natural person whose individual net worth,
or joint net worth with that person's spouse, at the time of his purchase
exceeds $1,000,000;
- Any natural person who had an individual income
in excess of $200,000 in each of the two most recent years or joint income
with that person's spouse in excess of $300,000 in each of those years and
has a reasonable expectation of reaching the same income level in the
current year;
- Any trust, with total assets in excess of
$5,000,000, not formed for the specific purpose of acquiring the
securities offered, whose purchase is directed by a sophisticated person
as described in Rule
506(b)(2)(ii); and
- Any entity in which all of the equity owners
are accredited investors.