skip to content
Primary navigation
Feature image for


Our mission is to protect the public interest, advocate for Minnesota consumers, ensure a strong, competitive and fair marketplace, strengthen the state’s economic future; and serve as a trusted public resource for consumers and businesses.

Minnesota’s crowdfunding investment rules take effect

6/17/2016 10:35:20 AM

MNvest provides new opportunity for Minnesota small businesses to raise capital and Minnesota residents to invest 

SAINT PAUL – Beginning June 20, Minnesota small businesses have a new way to seek investment funding from a broad range of Minnesotans, thanks to the state’s MNvest law with new rules for equity crowdfunding through the Internet.

Equity crowdfunding under MNvest allows Minnesotans to purchase securities offered by a Minnesota business, with the potential to share in company profits or otherwise receive a financial return on their investment.

“MNvest provides Minnesota entrepreneurs with a new opportunity to reach out directly to prospective investors in the state,” said Minnesota Commerce Mike Rothman, who serves as the state’s securities regulator. “It also provides Minnesotans with a new opportunity to invest in local startups and small businesses.”

Rothman added: “Financial opportunity often comes with risk.  As with any investment, prospective investors need to exercise diligence, carefully evaluate the company and understand all the risks involved.”

MNvest is limited to “intrastate” crowdfunding, meaning it applies only to Minnesota-based businesses soliciting funds from Minnesota residents. Separate “interstate” crowdfunding rules from the U.S. Securities and Exchange Commission (SEC) apply to businesses soliciting funds across state lines. The federal rules took effect on May 16 this year.

Key provisions of MNvest include:

  • The investment must be offered only through an online MNvest internet “portal” run by a portal operator or broker-dealer registered with the Commerce Department.
  • A company may raise up to $2 million in a 12-month period if its financial statements have been audited or reviewed by a certified public accountant.
  • A company may raise up to $1 million in a 12-month period if its financial statements have not been audited or reviewed by a certified public accountant.
  • Individuals may invest up to $10,000 in connection with a single MNvest offering, except for “accredited” investors with high incomes or net worth, who have no limit.

All investor funds must be held in escrow until the minimum amount stated in the offering is reached, and investors have the right to cancel their commitment for any reason until the minimum offering is reached.

Although MNvest was passed last year by the state legislature and signed into law by Governor Mark Dayton, the law required a formal rulemaking process to establish the details of how it would be implemented.

Commerce is here to help

If you have questions about MNvest, contact the Minnesota Commerce Department’s Securities Section by phone at 651-539-1638 or by email at

Media Contact:
Ross Corson
Director of Communications
Minnesota Department of Commerce
P: 651-539-1463 | C: 651-368-5050 |


Your Money

Made in Minnesota (MiM)

back to top