Investors: you pay the company. Not StateCF. Offerings are limited to Florida residents.
For Florida securities counsel
The offering record, kept while the raise runs.
When a client conducts an Invest Local (§ 517.0612) or Limited Offering (§ 517.0611) raise on StateCF, the portal keeps the record as the raise happens: who was allowed to invest, what they were shown, what changed and when, and what was filed. You review a file made at the time, not one rebuilt from an email chain. The deal room is the contemporaneous file.
What StateCF is, and is not
- StateCF is software, operated by Sprowtt Inc. It does not give legal advice.
- StateCF does not decide whether an exemption is available to your client, and it does not file with the OFR for your client.
- The company's counsel remains responsible for the legal work on the offering.
- The company runs its own raise. StateCF does not find, introduce or meet investors, and it does not hold investor funds.
What the record holds
Each of these is part of StateCF today. Nothing on this page describes a plan.
The OFR filings log
Your client records each OFR notice, disclosure statement, amendment and termination it files through REAL, with the reference number, the date filed and the date due. StateCF records filings; it does not file them.
Offering dates checked against the statute
Before an offering is published, its end date is checked against the law: up to 180 days for Invest Local (s. 517.0612), and for a Limited Offering (s. 517.0611) up to 365 days and no later than 12 months after the OFR notice is filed.
Material-change notices
A material change is recorded with its OFR amendment due date. When the change requires it, every investor with a live subscription is asked to reconfirm or cancel, each answer is recorded, and nothing is released until every investor has answered.
Investor education and residency checks
Before an investor can open the offering documents or subscribe, the investor completes investor education and confirms Florida residency. A Florida ZIP code is required on the profile and checked again at checkout, and residency documents are reviewed by StateCF staff.
Test the Waters statements
A Test the Waters listing carries the statements of s. 517.0615(2)(a) and the Florida-residents-only limitation. No money can be taken while a company is testing the waters, and each indication of interest is recorded as non-binding, with the time, the exact wording shown and its version.
Document access log
Every time an investor opens or downloads a deal-room document, the file server writes a permanent record of who, which document and when. The record cannot be edited or deleted, and the company receives a digest.
Change history and audit trail
Every change to the deal room and the presentation is recorded with who made it and when, and cannot be edited or deleted. Staff actions on the portal are written to an audit trail.
The archive folder
Everything on file about a company is kept in one archive folder, downloadable by StateCF staff as a single file: a readable account plus every record. Nothing is deleted; anything removed is marked, not left out.
The examination pack
For an examination, StateCF exports every record the portal holds for a period in one file: offerings, notices, subscriptions, cancellations, certificates, investor eligibility, fees charged, monthly updates, material changes, complaints and the audit trail.
How you review it
The records live in your client's StateCF account, and your client can go through them with you at any point in the raise: the OFR filings log, the material changes and each investor's answer, the change history, and the Deal Room Report, which downloads as a PDF. For an examination, StateCF produces the examination pack for the period.
Which exemption fits, what the disclosure says and whether the offering may proceed are your calls and your client's. StateCF keeps the file; it does not make those decisions.
What carriers and regulators ask
At renewal, in discovery and in an examination, the questions are much the same: how were investors checked, what were they shown, who changed which document and when, and can you show it. StateCF's records help answer those questions.
StateCF is not insurance. It makes no claim about premiums or coverage, and it does not replace counsel's own files.
Walk through a client's file with the StateCF team: the filings log, a material change, the residency checks and the access log, on the screens your client uses.