The Michigan MILE Act crowdfunding filing is the written notice a Michigan business sends to the state’s securities regulator at least 10 days before it raises money from local investors, and it is filed by any in-state company that wants to sell stock or notes to ordinary Michigan residents without registering the securities. The filing lives under the Michigan Invests Locally Exemption, created by Public Act 264 of 2013, which amended the Michigan Uniform Securities Act to add an intrastate crowdfunding exemption.
You file it with the Corporations, Securities & Commercial Licensing Bureau, part of the Michigan Department of Licensing and Regulatory Affairs (LARA). One small slip — one offer to a person who lives in Ohio, one missing escrow agreement, one late notice — can void the whole exemption and turn a legal raise into an illegal securities sale. That risk is real: the MILE Act caps a non-accredited investor at $10,000 per company, and even a single offer to a non-Michigan resident can blow the exemption, so the stakes on this short form are high.
Here is what you will learn in this guide:
- 🧾 What the MILE Act notice is, who must file it, and the exact statute behind it
- 📋 The documents and numbers you must gather before you open the filing
- 🖊️ A line-by-line walkthrough of every part of the notice, the escrow agreement, and the disclosure statement
- 🏦 How to file by mail or electronically with LARA, what the fee is, and what proof to keep
- ⚠️ The mistakes that void the exemption and the FAQs filers ask most
What the MILE Act Filing Is and Who Must File It
The MILE Act filing is a pre-offering notice that tells the State of Michigan a company plans to raise money under the intrastate crowdfunding exemption. It is not a registration. Instead, it is a heads-up plus proof that the company has set up investor protections before asking anyone for a dollar. The notice rides on top of the federal intrastate exemption under Section 3(a)(11) of the Securities Act of 1933 and SEC Rule 147/147A.
You must file if your company is formed under Michigan law and you want to sell securities — equity, debt, or revenue-share notes — to Michigan residents using the MILE exemption. To qualify, the issuer must meet a strict in-state test. The company must earn at least 80% of its gross revenue in Michigan, hold 80% of its assets in Michigan, use 80% of the offering proceeds in Michigan, and keep its principal office in Michigan.
The agency that receives the notice is LARA’s Corporations, Securities & Commercial Licensing Bureau. The statute that requires it is the Michigan Uniform Securities Act, as amended by Public Act 264 of 2013. The deadline that governs it is the 10-day rule: you must file at least 10 days before any offer or sale. The penalty that follows non-compliance is loss of the exemption, which exposes you to rescission claims (investors get their money back) and state enforcement.
Three groups must pay attention to this filing. The issuer (the business) files the main notice. The website operator, if the company sells through an online portal, files a separate written notice. And the issuer must later send quarterly reports to investors and the State for as long as the securities stay outstanding. This guide covers all three so you do not miss a piece.
A quick word on who should not use this form. The issuer may not be a public company or an investment fund. If you are a hedge fund, a pooled-investment vehicle, or a company that does most of its business outside Michigan, the MILE exemption is not for you, and filing the notice will not protect you.
Before You Start: Documents and Information You Need
Gather everything below before you open the notice. The filing is short, but it requires attachments that take time to prepare, and a missing attachment is the fastest way to get a notice rejected or to lose the exemption.
- Your Michigan formation documents. You need your Articles of Incorporation or Articles of Organization showing the company was formed under Michigan law, because the exemption only covers Michigan entities, and a foreign entity cannot use it.
- Your exact legal entity name and CID number. Use the name on file with LARA so the notice matches state records; a mismatched name can delay processing while staff hunt for your file.
- Principal office address in Michigan. The exemption requires a Michigan principal office, and an out-of-state address on the notice signals you may not qualify.
- The disclosure statement. This is the investor packet, and it must be finished and attached to the notice, because the statute requires a copy to be enclosed with the filing.
- The signed escrow agreement. You need a written agreement with a Michigan bank, since proceeds must sit in escrow until the minimum target is met, and no escrow agreement means no valid exemption.
- Your minimum and maximum offering amounts. Decide the smallest amount that lets the deal close and the largest you will accept, because these numbers drive both the escrow terms and the disclosure statement.
- Audited financial statements (only if raising over $1 million). The cap is $1,000,000 without audited financials and $2,000,000 with them, so if you want the higher cap, the audit must be ready.
- Your $100 filing fee. The notice carries a $100 fee, and LARA will not process a notice that arrives without payment.
- Website operator details (if using a portal). If you sell online, you need the operator’s name and the operator’s separate notice, because the issuer must tell the State a website is involved.
If any item is missing, stop. Filing an incomplete notice does not start the 10-day clock cleanly, and it can leave you thinking you are covered when you are not.
Where to Get the Form and How to Access It
The MILE Act notice is not a single numbered, fill-in-the-blank PDF the way a tax form is. The statute calls for a “written or electronic notice,” so issuers prepare a notice that contains the required statements and attachments. Start at LARA’s official Michigan Invests Locally Exemption page, which explains the exemption and points to the Securities Division contact for filings.
Because there is no glossy form number, the smart move is to build your notice as a cover letter plus a checklist of the statutory items. The MEDC Investment-Based Crowdfunding Field Guide is the state-backed companion document that walks businesses through preparing a raise, and it is worth reading before you draft.
You can also reach the Securities Division of LARA’s Corporations, Securities & Commercial Licensing Bureau directly to confirm the current mailing address and any electronic-submission option. Confirm the channel before you send, because addresses and online options change, and a notice mailed to the wrong unit may not reach the right desk in time.
A note on revision dates: because the underlying authority is a statute (Public Act 264 of 2013, amending the Michigan Uniform Securities Act) rather than a periodically revised form, you anchor your filing to the statute, not to a printed revision date. Cite the Act in your cover notice so the reviewer can see the exemption you are relying on.
Step-by-Step: How to Fill Out the MILE Act Notice Line by Line
The walkthrough below follows the filing in the order you will build it: the cover notice fields first, then the escrow agreement, then the disclosure statement, then the website operator notice, then the quarterly report. Each part is its own subsection. Use the exact item language the statute uses so the reviewer can match your notice to the law.
Item 1: Statement of Intent to Rely on the Exemption
What it asks in plain English: This is the sentence where you tell the State you plan to raise money under the MILE intrastate crowdfunding exemption. It is the heart of the notice.
How to answer it: Write one clear statement naming the exemption and the statute. Use plain language such as: “The issuer intends to conduct an offering of securities in reliance on the intrastate crowdfunding exemption under the Michigan Uniform Securities Act, as added by Public Act 264 of 2013.”
Example entry: Lakeshore Cider Co., a Michigan LLC, writes “Lakeshore Cider Co. intends to offer securities in reliance on the MILE Act exemption under MCL 451.2202a.”
Nuance or edge case: If you are not sure whether your raise needs the website operator piece, say in this item whether you plan to use a website. The State wants to know up front, and naming it here avoids a follow-up.
Common mistake and consequence: Filers sometimes describe the raise as a “registration.” Calling it a registration confuses the reviewer and misstates the legal basis, which can stall the notice while staff ask what you actually mean.
Misconception: Many founders think this statement gets “approved” like a license. It does not. The State does not bless your offering; the notice simply puts the State on record that you are claiming the exemption.
Item 2: Issuer Identity (Legal Name, Entity Type, and Michigan Office)
What it asks in plain English: Who is raising the money, what kind of company are you, and where is your principal office? This proves you are a Michigan entity.
How to answer it: Enter the full legal name exactly as it appears on your Articles filed with LARA, your entity type (corporation, LLC), and your Michigan principal office street address. Spell the name out in full, no abbreviations the state file does not use.
Example entry: “Lakeshore Cider Co., LLC, a Michigan limited liability company, principal office: 412 Water Street, Saugatuck, MI 49453.”
Nuance or edge case: If your mailing address is a P.O. Box, still list a physical Michigan street address for the principal office, because the exemption requires a real in-state principal office, not just a box.
Common mistake and consequence: Using a “doing business as” name instead of the registered legal name. A DBA that does not match the LARA file can delay processing and, worse, create a gap between who claims the exemption and who actually holds it.
Misconception: People believe a Michigan mailing address alone proves they qualify. It does not. You also need 80% of revenue, assets, and proceeds tied to Michigan, which this item starts to establish but does not finish.
Item 3: Offering Amounts (Minimum Target and Maximum)
What it asks in plain English: What is the smallest amount you need to close the deal, and what is the most you will raise?
How to answer it: State both numbers in dollars. The maximum cannot exceed $1,000,000 unless you make audited financial statements available, in which case it can go up to $2,000,000. Aggregate any sales from the prior 12 months toward the cap.
Example entry: “Minimum target offering amount: $150,000. Maximum offering amount: $400,000.”
Nuance or edge case: If you raised money under the exemption earlier in the same 12-month window, subtract that from your room under the cap, because prior sales count against the ceiling.
Common mistake and consequence: Listing a maximum over $1 million without audited financials. That overshoots the cap, which voids the exemption for the entire offering, not just the excess.
Misconception: Founders think the maximum is the amount they must raise. It is a ceiling, not a goal. Your minimum target is the number that actually triggers the escrow release.
Item 4: Enclosure of the Disclosure Statement
What it asks in plain English: Did you attach the investor packet that explains your business and the risks? You must enclose a copy with the notice.
How to answer it: Attach the full disclosure statement and reference it in the notice with a line such as: “A copy of the disclosure statement provided to investors is enclosed as Exhibit A.”
Example entry: “Enclosed as Exhibit A: Lakeshore Cider Co. Disclosure Statement, dated June 1, 2026.”
Nuance or edge case: If you update the disclosure statement after filing, you may need to re-file the updated version, because investors must receive the same statement the State has on record.
Common mistake and consequence: Filing the notice without the disclosure statement attached. A notice missing this enclosure is incomplete, and an incomplete notice may not satisfy the 10-day pre-offering requirement.
Misconception: People assume the disclosure statement is optional marketing. It is a required, statute-driven document, and its contents are dictated by law (see Item 7).
Item 5: Enclosure of the Escrow Agreement
What it asks in plain English: Did you attach the signed agreement with a Michigan bank that holds investor money until you hit your minimum?
How to answer it: Attach the executed escrow agreement and reference it: “A copy of the escrow agreement with [Bank Name], a bank located in Michigan, is enclosed as Exhibit B.”
Example entry: “Enclosed as Exhibit B: Escrow Agreement with Shoreline Community Bank, Holland, MI, executed May 20, 2026.”
Nuance or edge case: The bank must be located in Michigan. Using an out-of-state online-only bank can break the requirement, so confirm the bank’s Michigan location before you sign.
Common mistake and consequence: Attaching an unsigned draft. An unsigned escrow agreement is not an agreement, and the State can treat the notice as deficient, leaving your investors’ funds unprotected and your exemption at risk.
Misconception: Founders think they can hold investor checks in the company account “just for a few days.” They cannot. All proceeds must sit in escrow and release only when the minimum target is met, or return to investors if it is not.
Item 6: Website Use Disclosure and Filing Fee
What it asks in plain English: Will you sell through a website, and have you included the $100 fee?
How to answer it: State whether you plan to use a publicly available website to assist the offering, and enclose payment of the $100 filing fee in the form LARA accepts (check or the accepted electronic method).
Example entry: “The issuer will use a website to assist the offering: Yes. Filing fee of $100 enclosed.”
Nuance or edge case: If you say “yes” to a website, the operator of that site must file its own separate notice (see the website operator subsection). Saying yes here is the trigger for that second filing.
Common mistake and consequence: Forgetting the fee. A notice without the $100 fee is not processed, and the days it sits unprocessed do not count toward your 10-day clock.
Misconception: People think the fee is per investor or per dollar raised. It is a flat $100 notice fee, regardless of how much you plan to raise.
The Escrow Agreement: How to Complete It
What it asks in plain English: This is the contract that names a Michigan bank to hold every dollar investors send until your raise succeeds or fails.
How to answer it: Work with a Michigan bank to draft an agreement that names the issuer, the bank, the minimum target offering amount, and two release conditions: funds release to the issuer only when total commitments equal or exceed the minimum target, and funds return to investors if the minimum is not reached.
Example entry: “Funds shall be released to Lakeshore Cider Co. only upon collection of at least $150,000; if $150,000 is not collected by the offering deadline, all funds shall be returned to investors.”
Nuance or edge case: Spell out what happens to interest earned and who pays bank fees, because silent agreements lead to fights when the raise closes.
Common mistake and consequence: Setting a minimum target so low it is meaningless. If your minimum is below what you actually need to operate, you can hit it, release the funds, and still run out of cash mid-project.
Misconception: Founders think escrow is a formality. It is the core investor protection in the MILE Act, and skipping or faking it is the kind of error that draws state enforcement.
The Disclosure Statement: What Must Go Inside
What it asks in plain English: This is the document investors read before they decide. It must tell them who you are, what you will do with their money, and how they could lose it.
How to answer it: Include all statutory items: the business plan, the intended use of proceeds, the identity of management, the terms and conditions of the securities, a statement that the securities are not registered and are restricted from resale, the risks of investing, and the minimum and maximum offering amounts.
Example entry: “Use of proceeds: $90,000 equipment, $40,000 buildout, $20,000 working capital. Securities offered: membership units. These securities are not registered and may not be resold to non-Michigan residents for nine months after closing.”
Nuance or edge case: If you have any “bad actor” history among officers, directors, or 20% owners — a securities injunction, a relevant felony — you must address disqualification rules, because a bad actor can sink the whole offering.
Common mistake and consequence: Making performance guarantees. Promising investors they “cannot lose” or will “get 10x” is a misrepresentation that exposes you to fraud claims even if the rest of the filing is perfect.
Misconception: People treat the disclosure statement as a pitch deck. It is a legal risk document; the optimism belongs in your marketing, the honesty belongs here.
The Website Operator Notice (If Selling Online)
What it asks in plain English: If your raise runs through a website, the company that operates that site must separately tell the State who it is.
How to answer it: The website operator files a written notice with LARA that includes information about the operator. The issuer and the operator must both keep records of every offer and sale made through the site.
Example entry: “Operator: Mitten Capital Portal LLC files notice stating it will host the Lakeshore Cider Co. offering and will not solicit investors, handle funds, or take transaction-based compensation.”
Nuance or edge case: To stay out of broker-dealer territory, the website may not solicit investors, may not handle funds or securities, and may not take commissions based on the amount sold. Cross any of those lines and the operator may need to register as a broker-dealer.
Common mistake and consequence: Assuming the issuer’s notice covers the website too. It does not. A missing operator notice can break the exemption for sales made through that site.
Misconception: Founders think the MILE Act requires a website. It does not. You can run the raise “old school” with in-person events and direct outreach, with no portal at all.
The Quarterly Report (After You File and Raise)
What it asks in plain English: After the raise, you must keep investors and the State updated every quarter for as long as the securities are outstanding.
How to answer it: Provide quarterly reports to investors and to the State of Michigan that cover the compensation of directors and executive officers and an analysis of management, business operations, and financial condition. Reports must be free to investors and may be posted on your website.
Example entry: “Q3 2026 report: officer compensation $0; revenue $62,000; cider production up 18%; no material legal proceedings.”
Nuance or edge case: Reports continue for as long as the securities remain outstanding, which can be years. Build a calendar reminder, because the duty does not end when the raise closes.
Common mistake and consequence: Stopping reports after the money is spent. Skipping required reports is an ongoing compliance failure that can hand investors and regulators a reason to act against you.
Misconception: People think reporting ends at the close of the offering. It runs for the life of the securities, not the life of the campaign.
Three Filled-Out Examples Using Real Scenarios
Below are three named filers walking through the notice from start to finish. Each table shows the most important entries.
Scenario 1: Maria runs a craft cidery raising $150,000 with no audited financials.
| Notice Section | What Maria Enters |
|---|---|
| Statement of intent | Lakeshore Cider Co. relies on the MILE Act exemption |
| Issuer name and office | Lakeshore Cider Co., LLC, Saugatuck, MI |
| Minimum target | $150,000 |
| Maximum offering | $400,000 (under $1M, no audit needed) |
| Disclosure statement | Enclosed as Exhibit A |
| Escrow agreement | Shoreline Community Bank, Holland, MI, Exhibit B |
| Website use | No — in-person investor events only |
| Filing fee | $100 check enclosed |
Scenario 2: Marcus runs a tech startup raising the full $2,000,000 with audited statements through an online portal.
| Notice Section | What Marcus Enters |
|---|---|
| Statement of intent | DetroitStack Inc. relies on the MILE Act exemption |
| Issuer name and office | DetroitStack Inc., a Michigan corporation, Detroit, MI |
| Minimum target | $500,000 |
| Maximum offering | $2,000,000 (audited financials made available) |
| Disclosure statement | Enclosed as Exhibit A, includes audited financials |
| Escrow agreement | Great Lakes State Bank, Detroit, MI, Exhibit B |
| Website use | Yes — Mitten Capital Portal LLC |
| Filing fee | $100 enclosed |
Scenario 3: Janet reopens a historic restaurant and raises $250,000 from neighbors using a website.
| Notice Section | What Janet Enters |
|---|---|
| Statement of intent | Corner Table LLC relies on the MILE Act exemption |
| Issuer name and office | Corner Table LLC, a Michigan LLC, Adrian, MI |
| Minimum target | $100,000 |
| Maximum offering | $250,000 (under $1M, no audit needed) |
| Disclosure statement | Enclosed as Exhibit A |
| Escrow agreement | Lenawee Community Bank, Adrian, MI, Exhibit B |
| Website use | Yes — operator files separate notice |
| Filing fee | $100 enclosed |
How to File the Completed MILE Act Notice
You can file the notice with LARA’s Corporations, Securities & Commercial Licensing Bureau by mail or, where offered, by electronic submission, because the statute allows a “written or electronic notice.” Confirm the current channel and address with the Securities Division before you send, since contact details change.
For filing by mail, send the signed notice, the disclosure statement (Exhibit A), the escrow agreement (Exhibit B), and a $100 check payable to the State of Michigan to LARA’s Securities Division at the address the Division gives you. Use certified mail or a courier with tracking, keep the tracking receipt, and keep a full copy of everything you sent, because that stamped copy is your proof of timely filing.
For electronic filing, ask the Securities Division whether it accepts the notice and exhibits by its online or email channel and how to pay the $100 fee electronically. If you file electronically, save the confirmation message and a PDF of the submitted packet, since the confirmation timestamp is your proof the 10-day clock started.
Whatever the channel, the fee is $100, payment is by check (mail) or the accepted electronic method, and processing is administrative rather than an approval. The proof of filing you should keep is your stamped or date-confirmed copy, because if a dispute ever arises about whether you filed 10 days before your first offer, that timestamp is the evidence that saves the exemption.
What Happens After You File
After LARA receives a complete notice, the State logs it; the agency does not “approve” or “bless” your offering, so do not wait for a green light. Once at least 10 days have passed from a complete filing, you may begin offering and selling securities to Michigan residents under the exemption.
During the raise, all investor money flows into the Michigan bank escrow account, not your operating account. The bank releases the funds to you only when commitments reach your minimum target, and if you miss the minimum, the bank returns the money to investors. This is why the escrow agreement and minimum target you filed matter so much.
After the offering, your duties continue. You must deliver quarterly reports to investors and the State for as long as the securities remain outstanding, covering officer compensation and an analysis of your operations and finances. The offering itself cannot run longer than 12 months after the date of the first offer, so calendar that deadline the day you make your first pitch.
If you violate any condition — an offer to a non-resident, a blown cap, a missing report — you can lose the exemption retroactively. That gives investors a rescission right (they can demand their money back) and exposes you to state enforcement under the Michigan Uniform Securities Act.
Mistakes to Avoid When Filling Out the MILE Act Filing
- Filing fewer than 10 days before your first offer. The notice must be on file at least 10 days early, and an early offer made before the clock runs voids the exemption.
- Making even one offer to a non-Michigan resident. A single out-of-state offer breaks the intrastate exemption, which can unwind the entire raise.
- Listing a maximum over $1 million without audited financials. The cap is $1M without an audit, so overshooting it strips the exemption from the whole offering.
- Accepting more than $10,000 from a non-accredited investor. The per-investor cap is $10,000 for non-accredited investors, and exceeding it is a direct violation.
- Skipping or faking the escrow account. Holding investor funds outside a Michigan bank escrow removes the core protection and invites enforcement.
- Filing the notice without the disclosure statement attached. A missing Exhibit A makes the notice incomplete, so the 10-day clock may never properly start.
- Attaching an unsigned escrow agreement. An unsigned draft is not binding, and the State can treat the filing as deficient.
- Forgetting the $100 fee. A notice without payment is not processed, costing you days you cannot get back.
- Promising investors guaranteed returns. Guarantees are misrepresentations that create fraud exposure no matter how clean the rest of the filing is.
- Forgetting the website operator notice. If you sell online, the operator must file separately, and skipping it breaks the exemption for online sales.
- Stopping quarterly reports after the money is spent. Reports run for the life of the securities, and stopping them is an ongoing violation.
- Letting the offering run past 12 months. The term cannot exceed 12 months from the first offer, and overrunning it ends the exemption.
Do’s and Don’ts
Do:
- Do confirm your 80% Michigan tests first, because the exemption collapses if you cannot show Michigan revenue, assets, proceeds, and a principal office.
- Do finish the disclosure statement and escrow agreement before filing, since both must be enclosed for the notice to count.
- Do file with tracking and keep a stamped copy, because that timestamp proves you met the 10-day rule.
- Do verify every investor is a Michigan resident, as one non-resident offer can void everything.
- Do calendar the 12-month offering deadline and the quarterly report dates, because both are easy to forget and costly to miss.
- Do consult a Michigan securities attorney before launching, since a small structuring error early is far cheaper to fix than a blown exemption later.
Don’t:
- Don’t make any offer before the 10 days run, because an early offer is itself a violation.
- Don’t advertise to or accept money from out-of-state residents, as the intrastate exemption forbids it.
- Don’t exceed the $1M cap without audited financials, since the higher $2M cap requires the audit.
- Don’t take more than $10,000 from a non-accredited investor, because that breaches the per-investor limit.
- Don’t guarantee returns or hide risks in the disclosure, as that invites fraud liability.
- Don’t assume the State approved your deal, because the notice is informational, not a license.
Pros and Cons of Filing on Your Own vs. With a Securities Attorney
| Filing on Your Own | Filing With a Securities Attorney |
|---|---|
| Saves legal fees, which matters when capital is tight | Costs more, but the fee is small next to a blown exemption |
| You control the timeline directly | The attorney drives the schedule, often faster on the legal pieces |
| Forces you to learn the rules deeply | The attorney already knows the 80% tests and resale traps |
| Higher risk of a fatal drafting error in escrow or disclosure | Far lower risk that a single mistake voids the exemption |
| Easy to misjudge “bad actor” disqualification | Attorney screens officers and owners for disqualifying history |
The honest takeaway: the notice itself is short, but the disclosure statement, escrow agreement, and intrastate tests carry real legal weight, so most first-time issuers benefit from at least an initial attorney review even if they prepare the rest themselves.
How the MILE Act Compares to Federal Regulation Crowdfunding (Reg CF)
| Michigan MILE Act | Federal Regulation Crowdfunding (Reg CF) |
|---|---|
| State exemption under Public Act 264 of 2013 | Federal exemption under the JOBS Act |
| Investors must be Michigan residents only | Investors may be anywhere in the U.S. |
| Cap of $1M, or $2M with audited financials | Higher federal cap, adjusted over time |
| Online platform is optional | A registered online platform is required |
| File a notice with LARA, $100 fee | File Form C with the SEC through a portal |
| Non-accredited cap of $10,000 per company | Per-investor limits set by an income/net-worth formula |
Key Entities You Should Know
The issuer is your Michigan company, the party that files the notice and owes the quarterly reports. LARA’s Corporations, Securities & Commercial Licensing Bureau is the state agency that receives the notice and oversees the Michigan Uniform Securities Act. The Michigan Economic Development Corporation (MEDC) publishes guidance like the crowdfunding field guide and supports community capital efforts. The website operator, if used, files its own notice and must avoid broker-dealer activity. The SEC sets the federal intrastate rules (Rule 147/147A under Section 3(a)(11)) that the MILE Act’s exemption sits on top of.
FAQs
Do I have to be a Michigan company to use the MILE Act?
Yes. The issuer must be formed under Michigan law, keep its principal office in Michigan, and meet the 80% Michigan revenue, assets, and proceeds tests, or the exemption does not apply.
Can I raise more than $1 million?
Yes. You can raise up to $2,000,000, but only if you make audited financial statements available to investors; without an audit the cap is $1,000,000.
Do I write my registered legal name or my brand name in the issuer section?
No. Do not use your brand or DBA. Enter the exact legal name on file with LARA so the notice matches state records and processes cleanly.
Does the $100 fee change based on how much I raise?
No. The filing fee is a flat $100 regardless of whether you raise $50,000 or $2,000,000, and it must accompany the notice.
Do I list the minimum or the maximum amount as my main goal in the offering section?
No. Neither is a “goal.” The minimum target is the amount that triggers the escrow release, and the maximum is your ceiling; you must list both.
Can I hold investor money in my company bank account?
No. All proceeds must sit in escrow at a Michigan bank and release only when the minimum target is met, or return to investors if it is not.
Do I have to use an online crowdfunding platform?
No. The MILE Act does not require a website; you can raise funds through in-person events and direct outreach with no portal at all.
If I use a website, does my notice cover the operator too?
No. The website operator must file its own separate written notice with LARA, and skipping it can break the exemption for online sales.
Can I accept $25,000 from a non-accredited investor?
No. A non-accredited investor is capped at $10,000 per company; only accredited investors may invest more.
Do I need to file before I start talking to investors?
Yes. The notice must be on file at least 10 days before any offer or sale, so an offer made earlier than that voids the exemption.
Can investors resell the securities right away?
No. Securities may not be resold to a non-Michigan resident for nine months after the offering closes, and this restriction must appear in your disclosure.
Do my reporting duties end when the raise closes?
No. You must send quarterly reports to investors and the State for as long as the securities remain outstanding, not just during the campaign.
Does LARA approve my offering once I file?
No. The notice is informational; the State does not review or approve the offering, so never tell investors the State endorsed your deal.
Can the offering stay open as long as I want?
No. The term of the offering cannot extend beyond 12 months after the date of your first offer, so plan your timeline around that deadline.
Related reading
- How to Fill Out Michigan Form CSCL/CD-700 (w/Examples) + FAQs
- How to Fill Out Michigan DIFS Investment Adviser Registration + FAQs
- How to Fill Out Michigan DIFS Securities Broker-Dealer Registration + FAQs
- How to Fill Out the Florida Intrastate Crowdfunding Filing (Form FL-CI) + FAQs
- How to Fill Out the Texas Intrastate Crowdfunding Registration + FAQs
- How to Fill Out the Wisconsin Crowdfunding Exemption Filing + FAQs
- How to Fill Out Michigan Form PC 570 (w/Examples) + FAQs