Investment club

Last updated

An investment club is a group of individuals who meet for the purpose of pooling money and investing; members typically meet periodically to make investment decisions as a group through a voting process and recording of minutes, or gather information and perform investment transactions outside the group. [1] In the US the upper limit for the value of an investment club's worth is $25m. [2] [ failed verification ] There is no lower limit. Investment clubs provide members a means to learn about markets, while meeting and working with people who have similar interests. [3]

Contents

History

Although people have been investing in groups for thousands of years, the world's first investment club was allegedly established in Texas in 1898 back in the days of the Wild West when few investments could be considered safe. Investment clubs were seen as an ideal way of spreading the risk – away from just cattle. [4]

While the first investment club on record dates back to the 1800s in Western America, various online communities devoted to this type of investing have recently emerged and have contributed to the personal investing boom in the United States. One of the reasons that people come together in investment clubs is to learn how to invest. In Britain investment clubs took off in the 1950s, but the formation rate fell during the 2008 financial crisis. [5]

Starting an investment club

Industry observers recommend prospective members adhere to these guidelines: [6]

Club types

High school extracurricular investment clubs

This form of investment club usually meets to develop interest in investing and the intricacies of investing for minors, usually high school students. They typically are led by an adult who has experience in professional investing.

Stock, mutual fund or Bond investment clubs

These clubs are groups of people that pool their money to purchase stocks, stock options, mutual funds or bonds. Many clubs are educational in nature with objectives in line with learning how to make smart long-term investments. The National Association of Investors Corporation is a non-profit organization of many investment clubs with this purpose. These clubs may decide to buy or sell investments typically based on a majority votes.

Club objectives do vary and in the U.S. the Securities and Exchange Commission may require that a club be registered depending on the intent of investment. The SEC distinguishes between clubs on the basis of several laws including the Securities Act of 1933 and Investment Company Act of 1940, which are concerned with whether the club issues membership interests that are effectively securities.

Club officers and members are not normally required to hold a securities license as long as they refrain from soliciting compensation in exchange for financial advice or soliciting the sale of stock, mutual funds or bonds in third-party companies. One allowed exception is that a CEO / president or CFO of a C corporation is allowed to solicit stock or bonds in their corporation as long as they provide a private placement memorandum that complies with the law to their new shareholders. One additional requirement is that non-accredited investors must be Directors of the C corporation in addition to being shareholders.

Real estate investment clubs

Clubs of this type are most commonly publicized as a real estate investment group or company, rather than a club. The legal distinction according to the SEC is having 100 members or less. Whereas, a real estate investment group would normally have more than 100 investors. These clubs normally buy real estate or notes (loans originated by a licensed third party) to benefit from: cash flow, appreciation of assets, instant equity, tax benefits from deductions or qualified dividends, group buying power, monthly or daily compounding, higher liquidity and diversification of risk. Real estate transactions are limited to 35 participants to meet the legal requirements of many states for being closely held, and can be legally organized as a sole proprietorship transferring assets to a group living trust, limited liability company, limited liability partnership, general partnership or C corporation.

Business investment clubs

These clubs are often called incubators [ according to whom? ] and are formed to purchase businesses that generate cash flow and equity. Investment types range from a group of people buying lower risk franchises with at least two years of significant revenues and positive cash flow like major fast food franchises, gas stations and hotels to higher risk businesses without an income history like start-ups, inventions, or product patenting and prototype development.

Hybrid investment clubs

Hybrid clubs are a combination of two or more of the above types of investment clubs. Typically, real estate investment clubs are lower in risk and provide higher returns of 21% to 70% than stock, mutual fund or bond investment clubs due to the ongoing need for housing and population growth.[ citation needed ] Business investment clubs have about equal risk when compared to stock, mutual fund or bond investment clubs. However, business investment clubs have several additional benefits which include significantly higher returns and lower operating expenses measured by the net profit per year divided by the amount of cash necessary to purchase the business. Additionally, you can also hire yourself or family members to work in the business as employees.

Self-directed investment clubs

A self-directed investment club is a type of investment club in which members do not make financial contributions, but rather meet on a regular or informal basis to share stock tips and advice, and then invest in their individual portfolios, not in a common club portfolio (as is more typical of investment clubs). [8] The phrase was coined by financial author and investment club expert Douglas Gerlach in Investment Clubs for Dummies . [9]

Conduct of business

In order to operate an investment club, business must be conducted in a somewhat orderly fashion. The level of formality will vary based on the club type. A typical club will have informal channels of communication via mailing lists, Twitter accounts or message boards. In addition to the informal channels of communication, an investment club must set up formal channels of communication to conduct business. Typically, this is done with monthly meetings. A typical meeting agenda will include all the normal activity you would expect in an organization with elected officials. A typical meeting agenda: [ citation needed ]

United Kingdom

Investment clubs are normally unincorporated associations. Members' contributions are converted into 'units' whose value rises and falls in line with the value of the underlying investments. The clubs are not taxed corporately, and members should account individually for their share of profits and capital gains. [10]

United States

Investment clubs are generally formed as general partnerships, but could also be formed as limited liability companies, limited liability partnerships, corporations, or sole proprietorship that transfer real estate assets to a group living trust (similar to a family trust). While an investment club could incorporate, the double tax treatment on corporate distributions makes the corporate structure less desirable than a partnership except in the case when a C corporation pays out qualified dividends after deducting allowable expenses. Typically, a general partnership does not generate any tax liability on its own; instead, any tax liability is passed through to members each year. However, income taxes are generally much higher than taxes on qualified dividends.

In order to understand the legal structure that an investment club should choose, the club should first understand its club type. Each of the different club types will have different legal requirements as well as different reporting requirements. Typically, the SEC only requires reporting for investment groups with over 100 members, which is reclassified as an investment group, not an investment club. Publicly held offerings like a real estate investment trust also have additional reporting requirements.

Tax implications

Investment club accounting software can facilitate the management of a club's books and the preparation of tax filings.

In the United States, investment club partnerships may have to file form 1065 and schedules K-1 with the IRS each year, and with states that require partnership filings. [11]

In the United Kingdom investment clubs and their members are required to submit form 185 (new) to HMRC each year. [12]

See also

Related Research Articles

Business is the practice of making one's living or making money by producing or buying and selling products. It is also "any activity or enterprise entered into for profit."

In finance, equity is an ownership interest in property that may be offset by debts or other liabilities. Equity is measured for accounting purposes by subtracting liabilities from the value of the assets owned. For example, if someone owns a car worth $24,000 and owes $10,000 on the loan used to buy the car, the difference of $14,000 is equity. Equity can apply to a single asset, such as a car or house, or to an entire business. A business that needs to start up or expand its operations can sell its equity in order to raise cash that does not have to be repaid on a set schedule.

<span class="mw-page-title-main">Limited liability company</span> US form of a private limited company

A limited liability company (LLC) is the United States-specific form of a private limited company. It is a business structure that can combine the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation. An LLC is not a corporation under the laws of every state; it is a legal form of a company that provides limited liability to its owners in many jurisdictions. LLCs are well known for the flexibility that they provide to business owners; depending on the situation, an LLC may elect to use corporate tax rules instead of being treated as a partnership, and, under certain circumstances, LLCs may be organized as not-for-profit. In certain U.S. states, businesses that provide professional services requiring a state professional license, such as legal or medical services, may not be allowed to form an LLC but may be required to form a similar entity called a professional limited liability company (PLLC).

<span class="mw-page-title-main">Joint-stock company</span> Business entity owned by shareholders

A joint-stock company (JSC) is a business entity in which shares of the company's stock can be bought and sold by shareholders. Each shareholder owns company stock in proportion, evidenced by their shares. Shareholders are able to transfer their shares to others without any effects to the continued existence of the company.

<span class="mw-page-title-main">Incorporation (business)</span> Legal process to create a new corporation

Incorporation is the formation of a new corporation. The corporation may be a business, a nonprofit organization, sports club, or a local government of a new city or town.

A real estate investment trust is a company that owns, and in most cases operates, income-producing real estate. REITs own many types of commercial real estate, including office and apartment buildings, studios, warehouses, hospitals, shopping centers, hotels and commercial forests. Some REITs engage in financing real estate. REITs act as a bridge between the worlds of housing and urban development on one hand, and institutional investors and financial markets on the other. They are typically categorized into commercial REITs (C-REITs) and residential REITs (R-REITs), with the latter focusing on housing assets such as apartments and single-family homes.

<span class="mw-page-title-main">Corporate law</span> Body of law that governs businesses

Corporate law is the body of law governing the rights, relations, and conduct of persons, companies, organizations and businesses. The term refers to the legal practice of law relating to corporations, or to the theory of corporations. Corporate law often describes the law relating to matters which derive directly from the life-cycle of a corporation. It thus encompasses the formation, funding, governance, and death of a corporation.

A special-purpose entity is a legal entity created to fulfill narrow, specific or temporary objectives. SPEs are typically used by companies to isolate the firm from financial risk. A formal definition is "The Special Purpose Entity is a fenced organization having limited predefined purposes and a legal personality".

A privately held company is a company whose shares and related rights or obligations are not offered for public subscription or publicly negotiated in their respective listed markets. Instead, the company's stock is offered, owned, traded or exchanged privately, also known as "over-the-counter". Related terms are unlisted organisation, unquoted company and private equity.

<span class="mw-page-title-main">Limited partnership</span> Form of partnership

A limited partnership (LP) is a type of partnership with general partners who have a right to manage the business and limited partners who have no right to manage the business but have only limited liability for its debts. Limited partnerships are distinct from limited liability partnerships, in which all partners have limited liability.

Within partnership arrangements, Family Limited Partnerships are frequently used to move wealth from one generation to another. Partners are either General Partners (GP) or Limited Partners (LP). One or more General Partners are responsible for managing the FLP and its assets. Limited Partners have an economic interest in the FLP, but typically lack two noteworthy rights: control and marketability. Limited Partners have no ability to control, direct, or otherwise influence the operations of the FLP. They can neither buy additional assets, nor sell existing assets, and they cannot act on the Partnership's behalf. They also substantially lack the ability to sell their interest, with one typical exception: transfers to immediate family members. FLPs are partnerships limited to family members, hence the name.

A real estate mortgage investment conduit (REMIC) is "an entity that holds a fixed pool of mortgages and issues multiple classes of interests in itself to investors" under U.S. Federal income tax law and is "treated like a partnership for Federal income tax purposes with its income passed through to its interest holders". REMICs are used for the pooling of mortgage loans and issuance of mortgage-backed securities and have been a key contributor to the success of the mortgage-backed securities market over the past several decades.

<span class="mw-page-title-main">Real estate investing</span> Buying and selling real estate for profit

Real estate investing involves the purchase, management and sale or rental of real estate for profit. Someone who actively or passively invests in real estate is called a real estate entrepreneur or a real estate investor. In contrast, real estate development is building, improving or renovating real estate.

A self-directed individual retirement account is an individual retirement account (IRA) which allows alternative investments for retirement savings. Some examples of these alternative investments are real estate, private mortgages, private company stock, oil and gas limited partnerships, precious metals, digital assets, horses and livestock, and intellectual property. The increased investment options available in self-directed IRAs prompted the SEC to issue a public notice in 2011 due an increased risk of fraud in alternative assets.

The following outline is provided as an overview of and topical guide to finance:

There are many ways in which a business may be owned under the legal system of England and Wales.

Private equity real estate is a term used in investment finance to refer to a specific subset of the real estate investment asset class. Private equity real estate refers to one of the four quadrants of the real estate capital markets, which include private equity, private debt, public equity and public debt.

<span class="mw-page-title-main">Low-profit limited liability company</span> Legal form of business entity in the US

A low-profit limited liability company (L3C) is a legal form of business entity in the United States. Commonly referred to as a hybrid structure, it has characteristics of both for-profit and non-profit entities. L3Cs were created to comply with the Internal Revenue Service (IRS) program-related investments (PRIs) rules which allow most typically private foundations the ability to maintain tax-exempt status through investments in qualifying businesses and/or charities. With a social mission as the primary objective and a secondary objective of profit generation, the L3C legal form is considered a viable option for businesses seeking a reputation or marketability for being a social enterprise.

<span class="mw-page-title-main">Delaware statutory trust</span> American business structure

A Delaware statutory trust (DST) is a legally recognized trust that is set up for the purpose of business, but not necessarily in the U.S. state of Delaware. It may also be referred to as an Unincorporated Business Trust or UBO.

References

  1. reaction freedom innovations group sec.gov
  2. Investment Clubs and the SEC
  3. Dunnan, Nancy (May 1, 2007). How to invest $50-$5,000: the small investor's step-by-step plan for low. Harper Paperbacks; 9th edition. p. 58. ISBN   978-0-06-112982-7.
  4. "Investors are slowly joining the club". The Independent. London. June 3, 1995.
  5. "Is it last orders for investment clubs?". 18 March 2014.
  6. Barns, Roger (September 1990). Black Enterprise, Personal Finance. pp. 34–35.
  7. Starting an Investment Club,""
  8. "Investment Clubs and the SEC" . Retrieved 2023-09-04.
  9. Gerlach, Douglas (2001). Investment Clubs for Dummies. John Wiley & Sons. p. 384. ISBN   978-0764554094.
  10. "CG20600 - Investment clubs - HMRC internal manual - GOV.UK". www.gov.uk. Retrieved 2023-08-24.
  11. "Investment Clubs and the SEC". 2013-01-16. Retrieved 2016-10-31.
  12. "CG20600 - Investment clubs - HMRC internal manual - GOV.UK". www.gov.uk. Retrieved 2023-08-24.