[oijaf888]

That assumes its a trust, what if you just created an s-corp with a few other people and used that as an investment vehicle?

Plus, is there any consequence to saying "yes I am an accredited investor" even if you aren't? I would assume you lose all the "protections" and ability to say "I was duped" but otherwise does anyone care?

[jplewicke]

In a nutshell, the problem is that you can't really release the company you're investing in from potential liability from you not being accredited. If you decide after you invest that they ripped you off, you may be able to sue both the company and some of individuals involved, or they may be criminally liable for the manner in which they sold securities.

However, there are some situations in state and federal law where being a "sophisticated investor" with knowledge of the markets and the industry allows you to invest.

P.S. I am not a lawyer and this is only my understanding of the situation.