Birmingham Angels provides a variety of membership packages tailored for both passive and active investors. Each package includes access to our cutting-edge backroom support and innovative venture management system.
LEGAL DISCLAMER - Accredited Investors
Angel investors are normally individuals who have gained “accredited investor” status but this isn’t a prerequisite. The Securities and Exchange Commission (SEC) Reg-D defines an “accredited investor” as one with a net worth of $1M in assets or more (excluding personal residences), or have earned $200k in income for the previous two years, or having a combined income of $300k for married couples.2 Conversely, being an accredited investor is not synonymous with being an angel investor.
or;
Any entity in which all of the equity owners are accredited, investors.
or;
Any trust, with total assets in excess of $5 million, not formed to specifically purchase the subject securities, whose purchase is directed by a sophisticated person
This regulation is designed to provide a certain level of a safety net to the investor and to ensure that they will not be taking advantage or be defrauded by unqualified entities that are dealing with and or selling securities to the public.
THE PLATFORM & PROCESS
Using our exclusive platform, Sidepitch, CitySide will provide the members with a full service backroom support which will include:
Pre-Deal Service
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Deal Flow Sourcing – Managing an online deal flow management with visibility and transparency
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Deal Screening – Managing a team of Deal Screeners to ensure the quality and integrity
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Deal Qualifying – Match the deals to the desired sectors and investors preferences and market intelligence
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Due-diligence – An online innovative In-Depth collaborative Due-Diligence process
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Capital Call Management – Generating and managing an online Capital Call Process for transparency and immediate accessibility
Post-Deal Services
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Portfolio Management – Setting and follow up Startup Performance and Execution Tracking
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Investment Governance – Actively managing the investment governance according to the Term Sheet and Pace Investments
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Mentoring, Coaching & Support – Providing Startups with the critical and necessary resources to succeed
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Investors Financial Reporting – Managing the online dashboard reporting for accuracy and timely information
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Annual Portfolio Audit – Provide investors with an online annual portfolio audit
Admin & Ongoing Services
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Legal Management – Help and assist the investors and the startups with legal management
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Tech Lab & Venture Studio – Offer Startups high level senior technology staff to ensure the right architecture and design
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Tax Advising – Assist the investors with the right choices with regard to their investment strategy
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Regulatory Compliance – Ensure that all transactions are regulatory compliant
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Market Intelligence – Provide valuable, timely, and consistent Market data to support the decision making process
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Executive-In-Residence – Throughout our extensive network of experienced business people, corporate executives and high level professionals, we will offer the right people in the right seat.
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Branding & Marketing Support – Through our credible and highly rated vendors and business partners, we will provide a portfolio of companies with the right providers for maximum return.
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Revenue Generation & Sales Channels – Our business partners and extensive network of partners and door openers, we will support our investment with revenue lead generation
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Hardware Engineering & Design – With our core partner Amtech we can provide engineering, design and prototyping services for hardware based companies.
Each Investor will have their personal account on Sidepitch which will give them online access to all group events and activities with complete visibility and transparency.
City Side Ventures Startup [ + ] model is a progressive platform of incubation, acceleration and launch all in one.
THE 60 DAYS PROCESS
Using our system we are committed to making decisions on investment opportunities within 60 days or less. The process will include:
Stage |
Timeline: |
|
1 |
Screening – By Startup analysts team |
0-7 Days |
2 |
Qualifying – Chief Investment Officer In with the selection committee (TBD) |
7-14 days |
3 |
Due-Diligence – Deal Team in collaboration with the active members |
14-40 Days |
4 |
Capital Call – send a capital call to the members and secure the capital |
40-45 Days |
5 |
Official Offering – Chief investment Officer |
45-50 Days |
6 |
Closing – Chief Investment Officer in collaboration with Legal Team |
50-60 Days |
MEMBERSHIP LEVEL 01. - EMERGING MEMBER
Emerging Membership – Pay -As-You Go Membership – This membership level is tailored for emerging investors who are embarking on their journey as angel investors and are still navigating the learning curve. You’ll get access to thoroughly vetted investment opportunities while you learn the ropes. Plus, you can roll up your sleeves and help other investments succeed – which teaches you a ton along the way.
- $350 per closed deal up to $1,800 annually, no additional fee thereafter.
The membership includes:
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Deal Flow Sharing
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Monthly “Deal Tank” Investor Showcase – available in-person or virtually
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Investment-Ready Opportunities with comprehensive due diligence
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Capital Call Management
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Deal Closing Services
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Portfolio Management with annual reports
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Tax and K1 Management
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Investor Account on Sidepitch
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Pay-as-you-close membership option
MEMBERSHIP LEVEL 02. - GENERAL MEMBER
General Membership – This membership level is tailored for passive investors who are interested in investing in highly qualified and thoroughly vetted opportunities without any intention of further involvement.
- $1,800 annual membership fee.
Membership Includes:
- Deal Flow Sharing
- Monthly Investors “Deal Tank” Showcase – In-Person (Virtual)
- Investment-Ready Opportunities (Comprehensive Due Diligence)
- Capital Call Management
- Deal Closing Services
- Portfolio Management / annual reports
- Tax and K1’s Management
- Investors Account on Sidepitch (Venture Management System)
MEMBERSHIP LEVEL 03. - ADVISORY MEMBER
Advisory Membership – This membership level is crafted for semi-active investors who are interested in investing in highly qualified and well-vetted opportunities and wish to contribute their time and expertise to support both their own and others’ investments.
- $2,400 annual membership fee.
It includes:
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All the benefits of Level 2, plus:
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Paid advisory and consulting opportunities with startups
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Right of first refusal for any available board or advisory positions in startups
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Right of first refusal for startups offering advisory shares
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Providing industry and subject matter expertise to startups with pre-negotiated compensation
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Optional participation in the Deal Selection Committee
MEMBERSHIP CODE OF CONDUCT
Members must agree to abide by the terms and conditions of the Birmingham Angels Membership Agreement.
TERMS & CONDITIONS
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Upon approval of the member application, members agree to pay his / her selected membership level on time within 5-days of the invoice.
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All membership annual dues are due January 10th. (any membership accepted after January 15 will be prorated)
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Each member must be an Accredited Investor based on Reg-D
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If join as a group or a legal entity, all group members must be an Accredited Investors
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Each member must be recognized as having reputable business ethics and a high level of code of conduct.
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Respect the confidentiality of other members and the presenting companies.
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Keep information of any investment opportunities confidential and not share any information with any outside parties without prior consent of CitySide legal counsel.
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Make a minimum of a $250,000 investment in one or more qualified companies within 5-years, with a minimum of $10,000 per transaction per an SPV investment.
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Agree to pay Birmingham Angels 18% carry on all of the investment through deals generated and presented through CSV Global Angels Network (GAN) Calls thereafter the investors recoup their initial investment
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In the event that a SPV (Special Purpose Vehicle) will be used for a particular investment, the participating Members agreed to reimburse CitySide Ventures LLC for any legal fees in the amount of 1-3% (on a case by case) on top of the capital invested which will be charged to the investors in proportion to their investments, with a limit of $6,000 per SPV.
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Agree to not grant access to their Sidepitch account – to anyone that is unregistered or an unauthorized user or to any person that is not a member in Birmingham Angels.
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Members are not allowed to directly solicit business from fellow members or present companies and investment opportunities to other members without express permission from CitySide Ventures, according to the Rules of Membership and Conduct.
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Members are strictly prohibited by the Rules of Membership and our Code of Conduct from disclosing personal information of fellow members within the group. This includes, but is not limited to, names, investment entities, phone numbers, email addresses, and any other personal particulars, without express permission from CitySide Ventures.
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Respond for all Capital Calls within 36 Hours and make final decision no later than 14-Days from the capital call issue date.
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Members acknowledge and comprehend that any breach of the membership terms and conditions shall prompt legal actions to the maximum extent allowed by law.
INVESTORS ADVISORY EXEMPTION
I understand that Birmingham Angels LLC (“BA”) offer investment advisory and venture management services to qualified venture capital funds, private equity funds and family offices funds ONLY under contract. BA is operating under the exemption of Section 203(I) of the Investment Advisers Act of 1940 (the “Advisors Act”) pursuant to the final rules promulgated by the SEC1. BA is a Private firm that is in the business of offering a variety of services which includes, but is not limited to, Early Stage Investment, Venture Management and Syndication Management
BIRMINGHAM ANGELS IS NOT A REGISTERED “INVESTMENT ADVISOR” UNDER STATE AND FEDERAL REGULATION. CSV IS NOT IN THE BUSINESS OF OFFERING INVESTMENT ADVICE TO THE PUBLIC, INDIVIDUAL INVESTORS NOR IN THE BUSINESS OF OFFERING, ENGAGED IN ANY ACTIVITIES OF SELLING OR TRADING SECURITIES OF ANY KIND TO THE PUBLIC.
I, the undersigned certify that I am an Accredited Investor and desire Membership in Birmingham Angels as described above. I understand that any decision I make regarding my investment is my decision alone. I will hold CitySide Ventures and or Birmingham Angels, directors, officers and or staff responsible in any way for my investments decisions. Birmingham Angels will provide its members with screening, qualifying, and Due-Diligence services. Furthermore, I will not hold CitySide Ventures, LLC and Birmingham Angels responsible in any way for the outcome of my Investments.
If you are interested exploring membership in the group, please schedule your discovery dialogue using the link below.
Membership Sponsored By:
Jeffery M. Brogley
Principle | CPA
Regional Director – Advisory & Tax Service
Southeast Michigan Region
D 248.579.1105| C 248.421.6418 | rehmann.com
