Facebook Group Pennsylvanians for Prosper Lending started

The Facebook group, Pennsylvanians for Prosper Lending has been started.

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Would Federal Registration or Exemption Make a Difference in PA?

I received a great email from a reader of pa4pl with an absolutely valid question which I thought would be best addressed here in case anyone else had the same question.

The question was, "The status and direction of the federal paperwork is a moot point in regards to Pennsylvania (or is it?)"

I think I'll give my short answer first:

Yes & well, No.

The federal paperwork my friend is referring to was something I brought up here.

It was a Federal SEC S-1 application which Prosper filed last year (now dormant). Their aim was to set up a secondary market for their Notes.

My answer in regards to this specific paperwork is "yes". The S-1 application really is moot in regards to what has occurred in PA.

But, what this paperwork did for me was bring into light a clue or hint toward possible Federal Interpretation of Prosper Notes.

So in a broader sense, and by extension of my friend’s question, is Federal interpretation of Prosper Notes a Moot point? My inclination is to say no.

I mean, as a PA Lender, if you knew that the Promissory Notes you bought from Prosper, prior to September 16, 2008, were either registered with the SEC, or federally exempted under some SEC regulation, do you think it would make a difference in regards to PA?

I think it would.

Outside of just making me feel better about life in general, I think Federal Exemption, or Federal Registration would make a difference.

For one it would answer the question:

Are

These

Things

Securities?

(Bang head off wall... now.)

If you are just tuning in, I have been asking this question over and over and over again, trying, in bits and pieces, to answer this question. Something I admit I've been hammering away at on an intellectual basis only. Why? Because this exact same question, in other cases, has gone as far as the Supreme Court for an Answer! -I don't expect to answer it. I'm just kicking it around...

So yeah, it would answer the big bold question.

Really though, Federal exemption or registration would have blessed us with no need to ask the big bold question in the first place.

We would just know they're securities.

Better yet, Securities with either the appropriate exemption or registration.

In fact, you know what? -we probably wouldn't even be thinking about it all. We'd all maybe be doing what I know I last did on September 15th which was bidding on a loan on my favorite p2p site Prosper.com!

So, as for the S-1 application I stumbled upon the other day, I found it at least curious; curious enough to share with all of you.

But seriously, it was like looking at a distant and wavy mirage in the desert!

Because man, there it was! -Right there on an SEC application! -All in the same sentence!

-The words:

"Prosper Marketplace", "Notes", "and Securities".

This was the closest I've come to answering the question.

That is why I ended this the other day with the question:

Are the Promissory Notes as we know them today, not considered securities, but would have been considered securities had they been able to be traded on a secondary market?

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