If you’ve looked into group investments, real estate syndications, or crowdfunding, you’ve likely come across opportunities that require you to be an accredited investor. But what is an accredited investor vs a non-accredited investor, and how do you qualify? This is a common question for both new and experienced investors. Let’s go over what it means to be an accredited investor, why it matters, and the investment opportunities available to non-accredited investors.
Quick Answer: Accredited vs Non-Accredited Investor, What’s the Difference?
The difference between accredited vs non-accredited investor status comes down to SEC-defined financial thresholds that determine which investment opportunities you can access. An accredited investor meets specific income or net worth requirements set by the U.S. Securities and Exchange Commission, while a non-accredited investor (also called a retail investor) does not meet these criteria but still has access to many investment options.
What is an Accredited Investor?
To qualify as an accredited investor, you must meet at least one of these criteria:
- Individual income of $200,000+ annually for the past two years (or $300,000 combined with spouse)
- Net worth exceeding $1 million, excluding your primary residence
- Professional credentials as a director, executive officer, or general partner of the issuing company
- Business entity with more than $5 million in assets where all equity owners are accredited
Why Accreditation Matters
Accredited investor requirements open access to private investment opportunities such as real estate syndications, venture capital, hedge funds, and certain crowdfunding deals, typically with minimum investments of $50,000 to $250,000. The SEC created these standards to protect less experienced investors from high-risk opportunities, assuming that individuals with higher net worth or income can better withstand potential losses.
Investment Options for Non-Accredited Investors
Non-accredited investors aren’t locked out of real estate investing. Thanks to the 2015 JOBS Act, options now include real estate crowdfunding platforms (with investment limits based on income), REITs, peer-to-peer lending, and certain 506(b) syndication offerings that allow up to 35 sophisticated investors. The key difference is investment limits: those earning under $100,000 can invest up to the greater of $2,000 or 5% of income/net worth, while those above $100,000 can invest up to 10% (capped at $100,000).
How to Become an Accredited Investor
You can reach accredited status by increasing your income, building net worth through assets such as real estate, or combining your income with your spouse’s.
One practical path: start investing in rental properties to build equity and passive income that grows your net worth over time. Many current accredited investors began exactly this way.
Ready to start building wealth? Join RealWealth for free to explore real estate syndication opportunties and chat with the syndication team.
What is an Accredited Investor?
Accredited Investor Definition
The Securities and Exchange Commission (SEC) determines how an investor qualifies as an accredited investor. At least one of the following must be met in order to be considered an accredited investor:
- Net Worth: Have individual net worth, or joint net worth with spouse, that exceeds $1 million (excluding the value of primary residence).
- Individual Income: Have individual income exceeding $200,000 in each of the past two years and expect to reach the same this year.
- Joint Income: Have combined income with spouse exceeding $300,000, in each of the past two years, and expect to reach the same this year.
- Business: Invest on behalf of a business or investment company with more than $5 million in assets, and/or all the equity owners are accredited.
Significance of Being an Accredited Investor
So why is it significant for an individual to be an accredited investor? Qualifying as an accredited investor opens up the opportunity to invest in asset classes such as real estate syndications, real estate crowdfunding, venture capital, and hedge funds.
The SEC created the above criteria in an effort to protect new or inexperienced investors from buying into high-risk projects. Additionally, there is less risk that an accredited investor will have insufficient funds in the event of a loss.
While the above criteria serve to protect non-accredited, or lower net worth investors from potentially losing big on riskier projects, it also excludes them from access to greater opportunities. The idea is that individuals who qualify as accredited investors have more money they can stand to lose on higher-risk projects. However, higher risk can also equal higher reward potential.
Accredited vs. Sophisticated Investors
Sophisticated investor requirements, according to the SEC, must “have enough knowledge and experience in business matters to evaluate the risks and merits of an investment.” Sophisticated and accredited investors are often considered interchangeable; however, accredited is much more rigid.
The SEC ranks an accredited investor higher than a sophisticated investor. Although the SEC also states that “sophisticated persons” can lead accredited investors in the case of a trust, bank, nonprofit, or entity. The term “sophisticated” is considered more of a grey area than an accredited investor meeting set criteria.
What Is a Non-Accredited Investor?
The next obvious question would be, what is non-accredited? In this section, we’ll go over the definition of a non-accredited investor and if it’s an advantage or a disadvantage.
Non-Accredited Investor Definition
A non-accredited investor is anyone who does not meet the requirements of an accredited investor, as defined by the SEC. Another term used for a non-accredited investor is a retail investor. This includes any investor whose net worth is less than $1 million and has an income under $200,000 individually (or $300,000 with a spouse).
Being a Non-Accredited Investor
Most of the investing population is made up of non-accredited investors. This does not mean, however, that non-accredited individuals don’t have the opportunity to invest in a vast number of different projects. It simply means that you have different opportunities available to you. Options for non-accredited investors include equities, certain types of bonds and real estate.
Crowdfunding, Real Estate Syndications & Accreditation
Next, we’ll break down the different types of real estate investments, including crowdfunding and syndications. Find out when accreditation matters and when it’s not required.
Definition of Crowdfunding
Crowdfunding is raising smaller amounts of money for a project or investment from a large number of people, typically through the Internet. There are different types of crowdfunding, including equity, real estate, and peer-to-peer (P2P) lending. We will discuss these types of investments in more detail later in the article.
Definition of a Real Estate Syndication
Often confused with a real estate investment trust (REIT), a real estate syndication is when investors own an actual share of the property itself. With REITs, you are simply investing money into a trust that purchases real estate.
Investors involved in a syndication are considered limited partners, as there are generally multiple parties involved. Syndications are set up using three key players: the key principal (or sponsor), the property management group, and the investor.
The key principle is leading the real estate project, locating the best markets to invest in, and underwriting the property. The property management group is responsible for the property’s day-to-day demands, like handling tenants, tending to maintenance issues, and renovating units. Of course, the investor provides the funding to make the project happen.
Why Accreditation is Often Necessary with Crowdfunding (especially with Syndications)
Traditionally, all crowdfunding (especially syndications) ventures required accredited investors, as enforced by the SEC. Today, there are three different kinds of crowdfunding offerings, two of which allow non-accredited investors to participate.
On the other hand, syndications are a different story. More initial capital is required to participate, for example, a minimum $50,000 investment. On the other hand, select crowdfunding opportunities require a much lower investment, for instance, anywhere from $500 to $5,000. This is because you’re investing in real property and not just throwing your money into a pool.
Do You Have to Be Accredited?
The short answer is no. There are plenty of options in real estate crowdfunding for non-accredited investors. However, the amount of money non-accredited individuals can invest is regulated, usually based on a percentage of their income or net worth. This is because these types of investors inherently come with greater risk.
Those who qualify as accredited and sophisticated investors assume less risk than non-accredited, because they have more money and (hopefully) know how to protect themselves from bigger potential losses.
You may also like Real Estate Syndications vs. Crowdfunding: Everything You Need To Know.
Investment Options for Accredited vs. Non-Accredited Investors
Opportunities for Accredited Investors
As mentioned previously, accredited investors have access to investments that are higher risk and higher reward. There are several different types of investments for those who qualify as accredited. There are also plenty of opportunities available if you are not accredited. Your interests, goals and expertise will help determine which investments are best for you.
There are investment opportunities for accredited investors:
- Real Estate Syndications
- Real Estate Crowdfunding
- Equity Crowdfunding (Venture Capital)
- Venture Capital & Private Equity Funds
- Hedge Funds
- Specialty Investment Fund
Opportunities for Non-Accredited Investors
The good news is that in 2012, the Jumpstart Our Business Startups Act (JOBS) was passed to make it less difficult for small business startups to raise more capital and boost economic growth via job creation.
In 2015, the SEC made it possible for non-accredited investors to participate in certain types of investments, like crowdfunding, that were previously only offered to accredited investors. More and more online crowdfunding platforms are popping up with much lower minimum investment requirements (Fundrise, RealtyMogul, Rich Uncles, etc.).
The following investment opportunities are available to non-accredited investors:
- Equity Crowdfunding: Pooling money into a startup in exchange for equity shares. Be aware that even if the startup is successful, investors won’t see any return on investment until the company goes public. On average, a company takes over eight years to go public.
- Real Estate Crowdfunding: Options for real estate crowdfunding include two types: debt or equity. With debt, you’re investing in a mortgage for a commercial property. Earning a share of the interest on the loan as it’s paid back. Equity means investors own a share of the actual property. Investors will receive a percentage of the rental income and a portion of gains upon sale of the property.
- Real Estate Investment Trusts (REITs)
- Peer-to-Peer Lending (P2P): For those who want to invest in individuals as opposed to companies or real estate. P2P lending raises money for personal loans and the investor earns a return based on the interest of the loan.
- Startups and Business Financing
- Bonds
Limits for Non-Accredited Investors
In order to open up the opportunity for non-accredited investors to participate in crowdfunding, the SEC has set up some restrictions as a means of protection. These restrictions are based on net worth and income, as stated previously.
The following investment limits apply to non-accredited investors:
- Individuals with annual income or net worth below $100,000 can invest up to the greater of $2,000 or the lesser of 5% of income or net worth.
- Individuals whose income or net worth is more than $100,000, may invest up to 10% of income or net worth (whichever is less), up to $100,000.
How to Become an Accredited Investor in Real Estate
The first way to become an accredited investor is to earn a higher income. The old saying goes, “You have to have money to make money.” While this is true in many cases, there are ways to build wealth outside of ordinary income, which we’ll discuss below under “How to Qualify with Low Income.”
Additional ways to qualify:
- If you are married, use your joint income with your spouse to meet the accredited investor requirements.
- Use your net worth instead of income.
- If you are a director, executive officer, or general partner of a company.
Meet the SEC Guidelines
Once an individual meets the accredited investor guidelines set by the SEC, the next step is to get verification.
Verification
Because investment types, like crowdfunding, are now available to non-accredited investors, the SEC implemented a new Rule 506(b) in 2013. All investors under the Rule 506(b) offering must take “reasonable efforts” to be verified as accredited investors.
There are four ways to verify accredited investors:
- If an individual is a director, executive officer or general partner of a company.
- Obtain a written letter from a registered broker, investment advisor, attorney, or CPA (all must be in good standing under laws and jurisdictions).
- Prove income exceeds the required amount using tax filings or pay stubs.
- Prove net worth exceeds the required amount using credit reports, liabilities, and assets.
How to Qualify with Low Income
Another way to become an accredited investor is to build wealth through assets such as real estate. The great thing about real estate is that you don’t have to make a lot of money to buy a distressed property in a lower-income neighborhood. Taking out a mortgage loan, adding a few improvements, and filling the property with tenants can produce monthly cash flow.
Will the Definition of Accredited Investor Change?
There’s been a lot of debate over the criteria for an Accredited Investor, as defined by the SEC, and whether it’s set to change in 2021. The goal of these rules is to protect investors from riskier investments. However, critics continue to say that the current rules aren’t achieving these objectives. There has been an overwhelming consensus that the definition is flawed, but there are a number of differing opinions about how to fix it.
The different opinions include:
- The bar is too high or the bar is too low.
- The wealth-based test should be eliminated and replaced with a sophistication test.
- A sliding scale approach to investing in riskier offerings, allowing all investors to participate, but in increments proportional to wealth.
- A combination of these measures.
The SEC is required to review the definition of an accredited investor every four years. As such, the SEC will likely debate the differing opinions along with a sweeping review of all frameworks and rules for investing in alternative assets. The goal of this review will focus on what is an appropriate degree of protection and how to best accomplish it.
Final Thoughts
Whether you are an accredited or non-accredited investor, there are ample opportunities to earn money through investing. Remember, even accredited investors had to start somewhere. If you are a non-accredited investor, working to build wealth and become accredited, start investing small amounts of money in low-risk ventures. By doing so, you will better understand how and where to invest your hard-earned money and soon become a “sophisticated,” accredited investor. Any investment undertaken should always be approached with careful planning and consideration.
RealWealth Developments has a strong track record of finding and managing lucrative real estate investment projects. Interested in learning more about group real estate investment opportunities for accredited investors? Join RealWealth today!
Frequently Asked Questions
A real estate syndication is a partnership in which multiple investors pool their capital together to purchase a property or project that would be too expensive for them to buy individually. With this investing strategy, you are a passive investor: you contribute funds and receive a share of the returns, while the sponsor (such as RealWealth Developments) handles all operations, including acquisition, management, and eventual sale. Depending on the deal type, investors may receive distributions from cash flow, a lump-sum payment upon sale, or a combination of both. A real estate syndication strategy allows you to invest in institutional-quality real estate without active management responsibilities while benefiting from tax advantages and appreciation potential. Get the full breakdown of how syndications work→
Syndications are typically illiquid investments with a 3–7-year holding period. Some may be shorter or longer depending on the project.
Most syndications require a minimum investment of between $50,000 and $250,000. The amount depends on the sponsor and the size of the deal.
We put together a free webinar that walks you through the whole thing. You’ll see examples of real syndications, learn what makes a good sponsor versus a sketchy one, and understand how the money flows. Watch our free real estate syndication webinar→
For 506(c) offerings, which RealWealth Developments specializes in, you need to be an accredited investor. For a 506(b) deal, you do not have to be an accredited investor. According to the SEC, an accredited investor must have at least $200K in annual income (or $300K if married) or a net worth of at least $1 million, excluding your primary residence. Why? They’re trying to protect people from jumping into investments they don’t understand. Learn exactly what it takes to qualify as an accredited investor→
Passive investors typically receive cash-flow distributions from rental income or property sales in development projects (monthly, quarterly, or annually) and a share of profits when the property is sold or refinanced.
A Private Placement Memorandum (PPM) is a comprehensive legal document that outlines the details of a real estate syndication investment. This includes the business plan, financial projections, fee structure, distribution waterfall, and potential risks. The PPM is required by securities law and must be reviewed before investing, as it contains critical information about how your capital will be used, when you can expect returns, and what risks to consider. While it may seem lengthy and technical, reading the PPM carefully ensures you fully understand what you’re investing in and helps you make an informed decision. Here’s how to read and understand a PPM→
Your preferred return, which varies by deal structure, is typically between 6% and 12% (and has been higher on some RealWealth Development Deals). It is the amount you receive before the sponsor receives any proceeds beyond their fees. A waterfall structure determines how profits are split between the sponsor and investors throughout the life of the deal. Many real estate syndications use tiered waterfalls, where the split might start at 70/30 (investor/sponsor), but once the sponsor hits a particular IRR hurdle, it shifts to 50/50, meaning sponsors take a larger share of profits as performance improves. At RealWealth Developments, we keep the profit split consistent throughout the entire investment without any hurdles, so investors maintain their full percentage of returns from day one through exit, which maximizes your share of the upside. Learn how preferred returns and waterfalls protect your investment→
Underwriting is just fancy talk for “did they do the math right?” Looking at their assumptions is key to underwriting. For example, are they projecting rent increases of 10% a year in a market that’s only been increasing by 3%? That’s a red flag. Conservative sponsors might show you lower returns, but those numbers are way more likely to happen. Ask yourself: if rent growth slows or vacancies rise, does this deal still work? Get our complete guide to evaluating syndication underwriting→
Yes! In fact, storage syndications have become really popular because the business is simpler than apartment syndications: kitchens aren’t breaking, no midnight plumbing emergencies, no tenants trashing units. Someone stops paying? You cut the lock and auction off their stuff. The deals work like apartment syndications. You invest, they improve the facility, you get quarterly checks, and everyone cashes out when it sells. Here’s everything you need to know about self-storage syndications→
Good question, as people often mix these up. When you invest in a real estate syndication, you’re working directly with the company that found the property and will manage it. They’re all-in on that deal. Crowdfunding platforms are more like a middleman. Typically, different sponsors post their deals on a website. The platform takes a fee, but they are not typically involved in the management of the investment. Direct real estate syndications mean better access to the sponsor. Platforms typically offer more options to browse through, and you may not need to be an accredited investor to invest. See our detailed comparison of syndications vs crowdfunding→
REITs are like buying stock in a real estate company. You can buy and sell shares instantly, but you have no idea which specific buildings you own. Syndications are the opposite. You pick a specific property, project, or fund, you know exactly where your money’s going, but you’re typically locked in for 3-7 years. REITs are available to anyone. Most syndications require you to be an accredited investor, which means meeting certain income or net worth requirements.
Depends on what you’re looking for. Want apartments? Self-storage? A specific region or market? Something else? Some companies are great if you’re new and need lots of hand-holding. Others assume you know what you’re doing and just give you the numbers. Learn more about the major players in the real estate syndication space→
When evaluating real estate syndication sponsors, you’ll want to 1) review their past performance, but also 2) ensure you distinguish between deals where they were the lead sponsor and deals where they were a passive partner. At RealWealth Developments, we now serve as the sponsor for our current deals, giving us complete control over operations, underwriting, and asset management. This is a key difference from our earlier investments, where we participated as silent partners. Thirdly, you’ll want to evaluate the sponsor’s experience, deal structure (including investor protections), and alignment of interests with you as an investor.
Fees in real estate syndications vary significantly based on the deal type and structure. Standard fees may include acquisition, asset management, disposition, loan, and construction management or development fees. All these fees should be clearly laid out in the private placement memorandum. If you’re adding up all the fees and they’re eating half your returns, that’s a problem.
Start with the private placement memorandum (PPM), which is the primary document that covers the deal in full, including all risks. Then read the operating agreement, which outlines your rights as an investor and how decisions are made. You’ll also want to review and complete the subscription agreement before signing. That’s your legal commitment to invest, and you can’t just back out once you’ve signed. Request the property’s financial projections and the sponsor’s underwriting to see their assumptions. If you don’t understand something in any of these documents, ask questions or have a lawyer review them.
Common asset types include multifamily apartments, self-storage facilities, industrial warehouses, single-family residential portfolios, land development, and build-to-rent communities.
Your money is typically locked up for 3 to 7 years, so you can’t withdraw it if you need it. The property may not perform as projected. Construction could get delayed. The market could tank. The sponsor might not be as experienced as they claimed. Worst case? You could lose the invested capital. This is why doing your homework on the deal’s underwriting is so important.
No. While sponsors may project certain returns, there are no guarantees. Market conditions, property performance, and operator decisions can impact actual results.
You can with a self-directed IRA or solo 401(k), but not with your regular employer 401(k). You’ll need to work with a special custodian who handles alternative investments, and any money you make has to stay in your retirement account until you’re old enough to withdraw it. Not every syndication company accepts funds from retirement accounts, so ask about this upfront if it matters to you.
Investors receive a K-1 tax form, which reports their share of income, losses, and depreciation. Thanks to depreciation and cost segregation, many investors can show paper losses even while receiving cash flow, thereby reducing their taxable income.
If you want access to larger commercial real estate deals without being a landlord, and you’re comfortable tying up your capital for several years, real estate syndications can be a strong addition to your portfolio.
Join as a free member—takes less than five minutes and costs nothing. You’ll get access to our current deals, all the details on each project, and the actual offering documents so you can do your homework. You can schedule a free call with our investment team to ask questions without any sales pressure. We also offer extensive educational content on syndications, regular webinars that walk through how everything works, and real investors you can talk to about their experience.





