V-Team blog by the people behind V-Rooms

V-Rooms Online PPM Distribution allows a broker to link directly from its webpage to a secure, branded website where users (potential investors) can access Private Placement Memorandum (PPM) offering information that is managed and tracked by the broker. Users access information via a logon and password and are then directed to a page that requires the user to acknowledge that the information he is about to view is confidential and to agree he will not distribute or reproduce the content to unauthorized parties. 

The broker actively maintains the content and accessibility of the website. Security levels may be assigned to both the user and to each file. V-Rooms recognizes that documents provided by the broker are generally PDF files with a confidential watermark that displays the user’s name, date, time of downloading and IP address. In addition to managing documents and delivery of content, the V-Rooms program also permits the broker to communicate directly via email to users to provide instant updates.

To rely on the safe harbor exemption of Regulation D of the Securities Act of 1933, there can be no general solicitation or advertisement used in connection with the solicitation of an investment in a private offering. To comply with the prohibitions against general solicitation or advertising, the website must be “secure” and contain other safeguards that limit access only to “qualified” prospective investors. V-Rooms, as a third party service provider, offers a cost and time saving alternative to the back office/administrative duties of printing, numbering, shipping and manually tracking each PPM document.