Regulation CF financial requirements

In order to raise a Community Round (Reg CF), you will need to provide financial statements that will be included in your public Form C filing. Specifically, you’ll need the previous two fiscal years of GAAP (Generally Accepted Accounting Principles) financials, which include: - Cover page - Balance Sheet - Income Statement - Statement of Cash Flows - Statement of Stockholder's Equity - Footnotes The exact financial statements you need depends on how much you plan to raise on Wefunder, when your company was formed, and if you have any predecessor entities. ### Raise size The maximum you can raise under Reg CF over a 12 month period is determined based on what kind of financial statements you provide: self-compiled, CPA reviewed, or CPA audited. - Up to $124,000: Self-compiled GAAP financials. [Here's an example](https://uploads.wefunder.com/uploads/form_c/53612/remote_files/94773-BALo4mxlLuYpgKOJnIo7c1bB/QUIRKTASTIC__INC_GAAP_Financials_2019_and_2018_Updated.pdf). You do not necessarily need a CPA to do this. - Up to $1,235,000: CPA reviewed financials, which include a [Review Statement](https://www.grfcpa.com/resource/audit-review-and-compilation/). [Here's an example](https://uploads.wefunder.com/uploads/form_c/59633/remote_files/81150-mrlQhhoZ1yuF10RpnxF4JhZq/19.12.31_Mevo_FS_FINAL__1_.pdf). - Up to $5,000,000: CPA audited financials, which include an [Independent Auditor's Report](https://www.grfcpa.com/resource/audit-review-and-compilation/). [Here's an example](https://uploads.wefunder.com/uploads/form_c/80010/remote_files/114522-Fg3J95fIP09ZwiypAuoQNwKh/Immersed_Inc_2019-2020_Audited_Financial_Statements__issued_.pdf). Exception: if you have previously raised under Reg CF, then you are permanently limited to only raising $618,000 over 12 months with CPA reviewed financials. To raise more, you would need CPA audited financials. Note: All of the thresholds listed above are 12 month aggregates. For example, if you raise $100k under Reg CF in January and then want to raise again in October, you will only be able to raise an additional $24k with self-compiled financial statements ($124k - $100k raised in the past 12 months) or $518k with a CPA review ($618k - $100k raised in the past 12 months) ### Incorporation date The rules require financials for the last two completed fiscal years. Since we’re in 2026, that means providing 2024 and 2025 financials. - If your company was formed in the middle of 2024, you’ll need from inception - 12/31/2024, and all of 2025. - If you were formed in 2025, you’ll just need inception - 12/31/2025. - If you were formed in 2026, you’ll just need a cover page, balance sheet, and footnotes as of inception. Easy. If your fiscal year does not end on 12/31, all of these dates will be adjusted accordingly. For example, if your fiscal year ends 6/31, you would need financials for the years ended 6/31/2024 and 6/31/2025 (the previous two fiscal years). Some examples: 1. Company A was formed on May 2, 2022. They want to raise up to $1M. They’ll need ‘24 and ‘25 CPA reviewed GAAP financials. 2. Company B was formed on June 5, 2025. They want to raise up to $3M. They’ll need ‘25 (inception through year-end) CPA audited GAAP financials. 3. Company C was formed on January 10, 2026. They want to raise up to $100k. They’ll need compiled financials as of inception, but only the cover page, balance sheet, and footnotes. ### Predecessor entities If there was a “predecessor” entity that existed previously, then you would need financials of the predecessor as well. - “Predecessor” (as defined in Rule 405 of the 1933 Act) means a person or entity from which the issuer acquired (in one or more transactions) the “major portion” of that original party’s business and assets For example, if an LLC was formed in 2020, but converted to a C-Corp in 2025, we would need 2024/2025 financials for the predecessor LLC AND 2025 (inception - end of year) financials for the C-Corp. Unsure if you have a predecessor? Your lawyer will know. ### FAQ #### I need a CPA referral. Can Wefunder help? Yes. Email **launch@wefunder.com** with your company name and we'll connect you with a CPA we've worked with on Reg CF financials. We don't publish a list of recommended firms because the right fit depends on your stage, structure, and industry. If you already have an accountant who's familiar with GAAP and Reg CF disclosure requirements, you're welcome to use them. However, the CPA who does the review or audit needs to be independent of your company. Not sure? Ask your CPA if they qualify as independent. #### I'm pre-revenue or my company is less than two fiscal years old. What do I file? You still file financial statements, but the scope is smaller. If your company hasn't been operating for two full fiscal years yet, you file financials covering the time you have existed (one year, six months, or just an opening balance sheet if you're brand new). If you're pre-revenue, your income statement will be mostly $0s — that's fine. The SEC requirement is that you accurately disclose what your financial position actually is, not that you hit a minimum revenue threshold. The format and disclosures (cover page, balance sheet, income statement, statement of stockholders' equity, statement of cash flows, notes) are still required for whatever period you have. Your CPA will help you produce them. Email **launch@wefunder.com** for a referral if you need one. #### How long are the financials good for? Financials are good for 120 days after the next completed fiscal year. That means ‘24 and ‘25 financials expire April of 2027. If you’re just using a cover page, balance sheet, and footnotes as of inception (in 2026), that also expires April 2027. If your fiscal year end is not 12/31, this will be different. #### How do I increase my offering maximum after my round is already live? To raise your offering maximum, check with your account manager and let them know your preferred new maximum — we'll work with you on next steps. The financials you need depend on the new maximum: - Over $124,000: you'll need CPA reviewed financials. - Over $1,235,000: you'll need CPA audited financials. Increasing the maximum is done by filing a material amendment to your Form C with the SEC, so start the CPA review or audit early — ideally before you hit your current cap. After we file the material amendment, all non-disbursed investors will have to reconfirm their investment.