Private Placement Program Due Diligence Report
“Private Placement Programs” are a loaded phrase. Legitimate private placements exist. What often does not exist are the so-called
“evergreen trading programs,” “bullet programs,” and “managed buy and sell programs” marketed as secretive, bank-adjacent platforms
that allegedly produce hedge-fund level returns with minimal risk, minimal disclosure, and urgent fee requirements.
Financely provides a formal, evidence-based due diligence and claims assessment service for Private Placement Programs and related
capital raising claims. The objective is simple: determine whether the transaction is defensible to a serious compliance function,
legal reviewer, and institutional decision maker before you sign, pay, or disclose sensitive data.
Value proposition: A written risk report that separates verifiable facts from marketing language, identifies failure points,
and produces a clear go or no-go view with an evidence checklist. Where appropriate, we can coordinate an independent third-party
legal opinion from a law firm on program documentation and representations.
What We See in the Market
Common Labels Used
- Private Placement Programs (PPP)
- Evergreen trading programs
- Bullet programs
- Managed buy and sell programs
- High-yield investment programs (HYIP)
Labels do not create substance. Diligence is about counterparties, legal structure, controls, and disclosures.
Why Losses Happen
- Unverified authority and mandate chains
- Documents designed to look institutional without enforceable obligations
- Fee mechanics that front-load payment before any verifiable milestone
- Secrecy narratives that block normal scrutiny
If a platform claims to move nine figures while avoiding basic transparency, it is not “exclusive.” It is uninvestable.
How Legitimate Investment Programs Actually Work
Legitimate capital raising and investment activity is governed by a real legal structure and an identifiable regulatory framework.
In the United States, offerings are either registered with the SEC or conducted under an exemption. Private offerings commonly rely on
Regulation D, and issuers must file a Form D notice with the SEC within the required timeframe after the first sale.
If an issuer is generally soliciting under Rule 506(c), purchasers must be accredited investors and the issuer must take reasonable steps to verify status.
Disclosure reality check:
A private placement is not “no paperwork.” At minimum you should expect an offering narrative,
risk factors, subscription documentation, investor suitability controls, and a coherent funds-flow and custody plan.
“No documents due to secrecy” is not a feature. It is a disqualifier.
Our Due Diligence Method
1) Counterparty and Authority
- Identify principals and signing authority
- Assess regulatory posture where relevant
- Validate the mandate chain and role clarity
2) Document Forensics and Consistency
- Contradictions, circular promises, and missing obligations
- Fee triggers that precede verification or approvals
- Terms that prevent normal audit, counsel review, or investor protections
3) Economic and Operational Logic
- Return claims vs actual risk and constraints
- Custody, controls, and funds-flow governance
- Conditions precedent that must exist before reliance is rational
4) Compliance and Exposure
- KYC and AML readiness, sanctions exposure signals
- Reputational risk mapping and documentation gaps
- Red flag patterns regulators have warned about
Optional Third-Party Legal Opinion
Where appropriate, we coordinate a third-party legal opinion from an independent law firm on Private Placement Program documentation,
representations, and enforceability considerations within a defined scope. Legal opinions are issued solely by the engaged law firm under its own engagement terms.
Deliverables
| Deliverable |
What You Receive |
| Written Risk Report
|
Clear assessment of claims, counterparties, documents, and feasibility, including material issues and required cures. |
| Evidence Checklist
|
Concrete documentary evidence required to proceed, sequenced in a defensible order. |
| Risk Classification
|
Viable with conditions, non-viable as presented, or insufficient evidence, with explicit reasoning. |
| Optional Legal Opinion
|
Coordination of an independent law firm review of program documents and representations, scoped and billed separately by the law firm. |
FAQ
Do you certify a Private Placement Program as legitimate?
No. We provide an evidence-based diligence report. We do not endorse programs as investments, guarantee outcomes, or provide assurances of performance.
What SEC-related indicators matter in a legitimate private offering?
A legitimate U.S. private offering typically aligns to an exemption framework and supporting investor controls.
Examples include a Form D notice filing for Regulation D offerings and, where applicable, accredited investor verification processes for Rule 506(c) offerings.
The absence of an explanation of the legal basis for the offering is a material deficiency.
Checklist: What are the highest-risk red flags?
- Secrecy as a requirement:
“no disclosures,” “no counsel review,” “no written terms”
- Unrealistic yields:
returns presented as stable, high, and low-risk in the same sentence
- Authority gaps:
unclear principals, unclear signatories, mandate chains that keep changing
- Website and identity issues:
typos, generic domains, inconsistent branding, unverifiable addresses
- Fee-first mechanics:
urgent payments before any verifiable milestone or documented approvals
- “Prime bank” language:
secret markets, exclusive instruments, offshore trading narratives
Practical rule:
if two or more of the above criteria apply, treat the situation as a high probability of fraud or misrepresentation.
Pause the process and require evidence, not explanations.
Why are you so strict in the report?
Because serious counterparties do not fund or commit capital on stories. They fund evidence. If a platform claims to handle hundreds of millions while
avoiding normal scrutiny and promising returns beyond top-tier market participants, the correct response is not negotiation. It is diligence or exit.
Can you contact banks to confirm claims?
We do not use misrepresentation or unauthorized outreach to obtain confirmations. Any confirmations must come through documented, authorized channels with the appropriate parties involved.
Request a Private Placement Program Due Diligence Report
Submit the full document set and the claim summary through our intake form. We will revert with a written risk report, evidence checklist,
and next-step decision path. If a third-party legal opinion is appropriate, we will propose scope and coordinate with an independent law firm.
Start Due Diligence Intake
Disclaimer: This page is for general information only. It does not constitute legal, tax, regulatory, investment, or credit advice and it is not an offer or solicitation to buy or sell securities.
Financely is not a broker-dealer or investment adviser. Any legal opinion is issued solely by the engaged law firm under its own engagement terms and professional responsibility.
Diligence reduces risk but does not eliminate risk. All work is subject to eligibility, KYC and AML review, sanctions screening, and executed engagement documentation.
Reference materials: SEC Form D filing overview
, SEC Rule 506(c) general solicitation
, Investor.gov: “Prime Bank” investments
, U.S. Treasury OIG: Prime bank investment fraud.