Certain securities offerings that are exempt from registration may only be offered to, or purchased by, persons who are “accredited investors.” An “accredited investor” is:
an individual with a net worth of at least $1 million, not including the value of his or her primary residence
an individual with income exceeding $200,000 in each of the two most recent calendar years or joint income with a spouse exceeding $300,000 for those years and a reasonable expectation of the same income level in the current year or
a trust with assets of at least $5 million, not formed only to acquire the securities offered, and whose purchases are directed by a person who meets the legal standard of having sufficient knowledge and experience in financial and business matters to be capable of evaluating the merits and risks of the prospective investment
a bank, insurance company, registered investment company, business development company, or small business investment company
an employee benefit plan (within the meaning of the Employee Retirement Income Security Act) if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million
a tax exempt charitable organization, corporation or partnership with assets in excess of $5 million
a director, executive officer, or general partner of the company selling the securities
an enterprise in which all the equity owners are accredited investors
Source: www.sec.gov