U.S. Securities and Exchange Commission

The Securities and Exchange Commission is the federal agency responsible for enforcing US securities law. It was created in the 1930s following the market crash, with a mandate to protect investors, maintain fair and orderly markets, and facilitate capital formation.

For private companies, the SEC matters primarily through the exemptions that allow capital to be raised without a full public registration.

Almost every private financing in the United States relies on an SEC exemption. The rules determine who may invest, how a company may market a raise, and what disclosure is required.

The accredited investor definition, which governs who can participate in most private offerings, sits with the SEC and directly shapes who can appear on a cap table.