S.1970 Text and Analysis / The "Tech-Sync" Attempted CF Fraud Story

The text of S.1970 has been published, and William Carleton has a great critical analysis.  S.1970 caps total offerings at $1M with audited financials / $500K without, and it sets a lower individual investment cap than its competing bills: $500 or 1-2% of individual income, depending on income, plus a $2000 cap on people's total annual investment in CF-exempt securities.  It also requires that intermediaries register with SEC, include warnings and investor education, and do background checks, as determined by SEC.

I haven't fully digested how it treats reporting and preemption/integration with state requirements, both of which are important, and it seems too needlessly heavy on reporting requirements.  But the major, killing flaw I see in S.1970 is that it has no provision for an open discussion forum or other means of communication among potential investors.  This is essential for tapping the "wisdom of the crowd" for vetting, anti-fraud, etc. -- which is the whole point of crowdfunding, and is more adaptable and smarter than fixed, detailed reporting requirements. Here's the wording on this from H.R.2930:

"(10) makes available on the issuer's website a method of communication that permits the issuer and investors to communicate with one another;"

And here's S.1791, in its definition of "crowdfunding intermediary":

"(II) provides public communication portals for investors and potential investors;"

For a great specific example of how this works, here is an account by Andy Gelme of a fraudulent offer made on Kickstarter, for the "Tech-Sync Power System."  Long story short, someone claimed to have developed a replacement wall outlet that could communicate via wi-fi to iPhone and Android phones, plus Mac, Windows, and Linux PCs, for home automation use.  This seemed plausible and exciting, and 419 people ponied up $27,637 in pre-orders for the devices (even including installation, at higher "donation" levels).  But then some backers started reading the pitch more closely and saw red flags in both the technical claims made and the way the offering was structured. The discussed their concerns in the comments, and the collective intelligence changed its mind.  In the end, the offering was canceled, the offeror went AWOL, and no one lost any money.

For CF legislation, the Tech-Sync Power System episode underscores the need for a discussion forum (which should be open to everyone who registers interest, not just people who have already invested), and the value of a waiting period between investment and transfer to offeror during which open discusion can continue.