How to Make Introductions to Investors, and the SEC Line
How to make introductions to investors for a raise: the ask, the intro, a risk table for paid intros, and the SEC pages to read before you take a fee.
By Brett Kaufman. 8 years using relationships to build sales pipelines, from political fundraising to a 7 figure business to running matchmaking for two communities. Over 1,000 introductions facilitated.
Here is how to make introductions to investors: ask the investor privately first, send a short note on who is raising, how much and why this investor, and connect them only after a yes. Keep it unpaid, or see a securities lawyer first: the SEC flags pay tied to the size or outcome of a raise.
Here is the scene. A searcher you like is raising for a search fund. Or an independent sponsor has a deal under LOI and needs equity by month end. Either way the ask comes over dinner: “Who do you know who writes checks?” Then the line that changes everything: “I will take care of you. Two percent of whatever you bring in.”
You know four people who would take that call tomorrow. Before you text any of them, decide whether this is a favor or a fee.
I have made over 1,000 introductions between deal makers, operators and investors, and investor intros are the ones where the format and the rules both matter most.
I am not a lawyer. This is general information, not legal advice. Securities rules depend on the deal, the state and what you actually do. Talk to your own securities lawyer before you accept anything for an introduction.
How to make introductions to investors, step by step
Ask the investor first, introduce only on a yes, then step out. Here is the order I use.
- Get the facts from the person raising. Amount, structure, who else is in, and a one pager. If they cannot send a one pager, they are not ready for your investor.
- Pick the investor who fits. Check size, stage, sector and whether they have backed this kind of deal before. One right investor beats five loose ones.
- Ask the investor privately. One text, 40 words or fewer, with an easy no. The full format is in the double opt in intro template.
- Send the intro on a yes. Two lines of context, and name who books the call. Usually the person raising.
- Step out. You do not pitch the deal, argue valuation, negotiate terms or handle money. That boundary is what the next section is about.
- Log it and close the loop. Both names, the date, the one line why. In 30 days, ask each side if they talked.
A sample ask to the investor, illustrative:
Quick one. A searcher I met at a conference last month is raising for a traditional search, targeting home services. Strong operator background. Want the one pager before I connect you? Easy pass.
That is 33 words. No deck attached until they ask.
Can you get paid for introducing investors?
This is where it gets risky. Section 15(a) of the Securities Exchange Act generally makes it unlawful for an unregistered broker to effect securities transactions. The SEC’s guide to broker dealer registration lists finders who are “finding investors for ‘issuers’ (entities issuing securities), even in a ‘consultant’ capacity” among the people who may need to register.
The guide asks two questions. Do you participate in important parts of a securities transaction, including solicitation, negotiation or execution? Does your compensation depend on, or relate to, the outcome or size of the deal? Two percent of whatever you bring in is a yes to the second one.
It also says this plainly: “If you are already engaged in the business and are not yet registered, you should cease all activities until you are properly registered.”
In October 2020 the SEC proposed a conditional exemption for finders. A Tier I finder could only pass along contact information, for one raise by one issuer in a 12 month period. A Tier II finder could solicit accredited investors and arrange meetings, but could not structure the deal, negotiate the terms or handle funds. Both needed a written agreement. It was a proposal, not a final rule. Check sec.gov for its current status before you rely on it. So there is no adopted federal finder exemption to lean on.
States add their own layer. California requires finders who introduce accredited investors to issuers to file with its Department of Financial Protection and Innovation and pay a $300 fee under Corporations Code Section 25206.1. For fee structures outside capital raising, see the finder’s fee for business introduction guide.
How risky is the intro you are about to make?
A plain table. It tells you when to call counsel. It is not a legal opinion.
| What you do | Why it matters | What I would do |
|---|---|---|
| Unpaid intro, both sides opted in | Closest to a pure introduction | Log it and step out |
| Flat fee or equity for the intro | Still pay tied to a securities deal | Securities lawyer before you say yes |
| Percentage of capital raised | The SEC guide’s warning sign | Lawyer first, or decline |
| Pitching investors, sending offering documents | Looks like solicitation | Leave it to the issuer or a registered broker |
| Discussing valuation or negotiating terms | Beyond what even the 2020 proposal allowed | Stay out of it |
| Holding or moving investor money | A clear red line | Never |
| Introducing in California for pay | State finder rules | Check the DFPI filing first |
Can you post a raise to your community?
Ask the founder’s lawyer before you do. Many private raises rely on Rule 506(b), and the SEC’s page on Rule 506(b) private placements says it allows “no general solicitation or advertising to market the securities.” A deck forwarded to a 400 person group chat can create a problem for the person you were trying to help.
The investors on the other end usually need to be accredited. The SEC’s accredited investor page gives the individual tests, including income over $200,000, or $300,000 with a spouse or partner, in each of the prior two years, or net worth over $1 million excluding a primary residence. Whether someone qualifies is the issuer’s question to answer, not yours.
What if the founder needs a paid placement?
Introduce them to a registered broker dealer instead of becoming one. FINRA’s BrokerCheck is a free tool to look up the registration history and disciplinary record of brokers and firms. That intro is clean, and it may be the most useful one you make for the raise.
Where investor intros break
Raises move on a clock. You ask the investor Monday, she says yes Thursday while you are at a conference, and the round closes before you send the intro. Or you sent it and never asked whether they talked. At volume, open asks and unanswered yeses pile up, and your name is on every one. The habits that hold this at scale are in the super connector operating system.
Here is how I would run it
FRONT OF MIND keeps the intro side in one place. After dinner, say a name and a sentence out loud, “raising for a search, wants two investors, no fee,” and it is filed under the event. Your 10 minutes for today shows intros to make this week, with dated proof on both sides so you know the reason is still current. Each ask is a drafted text style message, 40 words max. Nothing sends without your tap, and it learns from your edits. Ask Liala “who do I know who backs searchers” and get the right people with why.
It runs in your phone browser and saves to your home screen. There is no native iPhone app yet. Your contacts are encrypted. No one on our team looks at them. Export and delete anytime.
If FRONT OF MIND doesn’t surface people in your network worth reaching out to within 72 hours, we’ll refund you. No questions asked.
Start free with your first 25 contacts and 1 intro, then $29 a month, and see which intro comes up first.