Quick Links
- Why the SEC Uses Accredited Investor Standards
- Accredited Investors Include: Who Can Qualify
- The "Primary Residence" Rule in Plain Language
- Accredited Investor vs. SEC-Registered Products
- Private Equity, Hedge Funds, and Private Real Estate
- 506(b) vs. 506(c): Why Verification Is Not Optional
- What Verification Typically Looks Like
- "Good Standing" and What It Means for Investors
- A Quick Self-Check: Do You Likely Qualify?
If you've ever tried to invest in a private fund and seen "accredited investors only," you've hit a common gatekeeper in the private markets.
What is an accredited investor? It's an eligibility standard defined by the Securities and Exchange Commission (often referenced as the exchange commission SEC) that determines whether you can participate in certain private placement offerings that are not sold to the general public like many products in the stock market.
This page is a funnel qualifier. The goal is to help you self-identify: do you likely qualify as an accredited investor, what does verification look like, and why does accredited investor status matter before you explore private investment opportunities?
Why the SEC Uses Accredited Investor Standards
Private investments can be less liquid, less transparent, and harder to evaluate than products traded in the public markets. That doesn't make them "bad," but it does change what you're responsible for as an investor. In general, fewer public disclosures means your own due diligence matters more.
The SEC's accredited investor framework is intended to identify investors who can bear the risks of private offerings and who may have the resources — or support team — to evaluate them. Think of it as an eligibility filter, not a recommendation.
Accredited Investors Include: Who Can Qualify
For most individuals, the question is simple: do you qualify under the SEC's tests for natural persons? Most natural persons qualify in one of two ways:
Income Test
Common for high earners
You may qualify if you earned:
- ✓ $200,000+ in each of the prior two years and reasonably expect the same this year (individual), or
- ✓ $300,000+ in each of the prior two years and reasonably expect the same this year (with a spouse/partner).
Often the fastest path to confirm accredited investor status because it's documentable.
Net Worth Test
Common for established investors
You may qualify if your net worth is over $1,000,000, individually or jointly with a spouse/partner, excluding your primary residence.
This is where many people get tripped up: home equity generally doesn't help you qualify, even if your balance sheet feels strong. Your eligibility often depends on investable assets, not the value of the home you live in.
Important: This page is educational and not legal or tax guidance. If you're close to the threshold, ask your CPA or attorney to confirm.
The "Primary Residence" Rule in Plain Language
When calculating net worth for accredited investor status, your primary residence is typically excluded as an asset. This matters because it can materially change whether you qualify as an accredited investor under the net worth test.
If your accredited status depends on details — like how debts are counted — get a professional review. A small misunderstanding can delay an investment or create compliance problems for the issuer.
Accredited Investor vs. SEC-Registered Products
You'll often see an important contrast while researching private investing:
- ✓ Many public products are registered with the SEC and trade in public markets.
- ✓ Many private placements are not publicly registered and are offered under exemptions (often Regulation D).
This is why accredited investor status matters. Private offerings are generally not marketed the same way as public investments, and they may not provide the same style of standardized disclosures you're used to.
$17.5M
Capital Deployed
Across active real estate debt investments in 2025
95
Deals Funded
Individual transactions underwritten and successfully closed
0%
Default Rate
Zero investor principal losses across our entire lending history
Private Equity, Hedge Funds, and Private Real Estate: Where You'll See Accreditation
Accredited investors include many people who want access to strategies beyond the stock market, such as:
Private Equity Funds
Longer-term, illiquid, and growth-focused strategies that invest in private companies outside public markets.
Hedge Fund Strategies
Often complex, may use leverage, and may pursue nontraditional exposures not available in standard public vehicles.
Private Real Estate & Credit
Income-focused or value-add depending on structure — spanning direct lending, debt funds, and equity positions.
Specialty Private Fund Strategies
Niche asset class strategies with unique risk profiles, liquidity characteristics, and hold periods.
Each strategy has a different risk profile, liquidity profile, and time horizon. In many cases, the expected hold periods are longer than what investors are used to in public markets.
“We don’t chase yield by taking on more risk. We protect capital first — returns follow from discipline, not speculation.”
SPG Capital Investment Philosophy
506(b) vs. 506(c): Why Verification Is Not Optional in Some Offerings
If you're researching private offerings, you'll see these two common structures:
Structure
506(b)
May limit general advertising. The accredited investor verification approach can differ — issuers may rely on self-certification rather than independent verification in some cases.
SPG Capital Uses This
506(c)
Allows general solicitation, but requires issuers to take reasonable steps to verify accredited status. Verification is a required step before investing — not optional.
Accredited Investors
Ready for steady returns on your investment?
See how SPG Capital's current fund is structured and whether it aligns with your investment goals.
What Verification Typically Looks Like
Verification can be handled several ways, depending on whether you qualify via income, net worth, or certifications. Common methods include:
Income Documentation
Tax forms and related filings that demonstrate income over the prior two years and support a reasonable expectation for the current year.
Account Statements
Statements for assets combined with documentation for liabilities to establish net worth, excluding primary residence.
Third-Party Letter
A letter from a CPA, attorney, or investment adviser (often a registered investment adviser, depending on the professional) confirming your accredited status.
Investing Through an Entity?
If you're investing through an LLC, trust, or similar structure, verification may focus on ownership and whether the entity meets standards such as having sufficient total asset levels or qualifying owners. Entity rules can be nuanced — ask counsel if it applies to you.
"Good Standing" and What It Means for Investors
You may encounter "good standing" language when investing through an entity (like an LLC) rather than as an individual. In that context, it usually refers to whether the entity is active and compliant with state filing requirements.
It's an administrative detail, but it can slow onboarding if you don't have documentation ready.
A Quick Self-Check: Do You Likely Qualify?
You may likely qualify as an accredited investor if:
- ✓ Your income meets the two-year standard and you reasonably expect similar income this year, or
- ✓ Your net worth (excluding primary residence) exceeds $1M, or
- ✓ You qualify through applicable professional certifications.
If you're close to the line, don't guess. Eligibility is binary in an accredited-only private placement.
A Note on Investment Advice
This page is educational and does not provide investment advice, and SPG Capital is not acting as your investment adviser. If you're making allocation decisions — especially across private markets — talk to your own CPA, attorney, or financial professional about suitability, liquidity needs, and risk tolerance.
How SPG Capital Stands Apart
There are many ways to access passive income real estate. The differentiator is execution, and a disciplined investment strategy built around first position collateral.
SPG Capital is relationship driven. The founders, Josh Wollaston and Alex Martyn, come from real operator backgrounds. They only fund projects they would be willing to take on themselves.
The geographic focus remains tight. Delaware, Chester County Pennsylvania, and Southern New Jersey. This allows for deep market familiarity rather than scattered exposure.
The borrower base is intentionally small. Approximately 20 repeat borrowers form the core network. That continuity reduces surprises.
And the performance metric that matters most remains intact. Not one monthly payment to investors has been missed.
No market swings. No headlines. Just real estate backed income built on real work, designed to offer tax clarity through straightforward distributions and documentation.
Frequently Asked Questions
Next Step
Explore Accredited-Only Investment Hubs
If you believe you qualify as an accredited investor, the next step is to understand what that access unlocks — and what due diligence should look like.
Compare private options, understand typical hold periods, and review what disciplined, income-focused real estate lending can look like.
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