506(b) vs 506(c): when general solicitation actually helps you

Both routes raise from accredited investors under Regulation D. The difference is whether you are allowed to talk about the round in public, and what you have to do in exchange.

506(b): quiet, with a relationship

Under 506(b) you cannot generally solicit. You raise from investors you already have a substantive relationship with, you can include a limited number of sophisticated non-accredited investors, and you self-certify accreditation rather than verifying it.

It is the default for a founder raising from their own network. The cost is reach: no public posts, no open landing page, no cold outreach that reads as an offer.

506(c): public, with verification

Under 506(c) you can advertise the round openly. The trade is that every investor must be verified as accredited, not just self-certified, and the standard of evidence is higher.

That verification is the part founders underestimate. It means collecting and checking income, net-worth or third-party confirmation for every participant before they can commit.

When public actually helps

General solicitation earns its cost when reach is the constraint, not when it is a vanity choice. If the round depends on investors beyond your own list, a venue, or a public thesis, 506(c) lets you run it in the open.

If the round fills from people who already know you, 506(b) is less work and less exposure. Choose the route for how you are actually raising, then build the verification in from the start rather than bolting it on at close.