HALOS Act of 2023

Helping Angels Lead Our Startups Act of 2023 or the HALOS Act of 2023

This bill directs the Securities and Exchange Commission (SEC) to revise Regulation D, which exempts certain securities offerings from SEC registration requirements but prohibits general solicitation or general advertising with respect to such offerings. Under the bill, this prohibition shall not apply to events with specified kinds of sponsors—including angel investor groups unconnected to broker-dealers or investment advisers—where presentations or communications are made by or on behalf of an issuer, if

• the advertising does not refer to any specific offering of securities by the issuer;
• the sponsor does not provide investment recommendation or advice to attendees, engage in investment negotiations with attendees, charge certain fees, or receive certain compensation; and
• no specific information regarding a securities offering is communicated beyond the type and amount of securities being offered, the amount of securities already subscribed for, and the intended use of proceeds from the offering.

In addition, the SEC is prohibited from requiring additional filings for a general solicitation or general advertising of a Regulation D security.