The role we play
Clay Capital Group LLC operates as an independent originator of capital introductions and trade partner referrals. Engagements are limited to introducing parties to one another in connection with construction- and real-estate-finance projects, and to providing ordinary commercial guidance in connection with construction execution, project management, and trade-partner selection.
What we are not
Clay Capital Group is not a registered broker-dealer, investment adviser, registered representative of any broker-dealer, finder registered under any state securities statute, or solicitor of securities. The firm does not negotiate the terms of a financing, hold or take custody of capital, draft transaction documents, sit between counterparties in negotiation, or solicit, place, or distribute securities of any kind.
Clay Capital Group does not provide investment advice within the meaning of Section 202(a)(11) of the Investment Advisers Act of 1940. Any commercial or operational guidance provided in connection with an introduction relates to construction execution, project management, or trade-partner selection, and is incidental to the introduction itself. The firm provides no advice regarding the value of securities or the advisability of investing in, purchasing, or selling any security.
Clay Capital Group’s introductions are limited to commercial debt and trade subcontract relationships, which are not securities transactions and accordingly do not implicate broker-dealer registration regimes under Minn. Stat. § 80A.56, O.C.G.A. § 10-5-31, or Tex. Gov’t Code Ch. 4001 (Texas Securities Act). The firm does not introduce equity investors, syndicate LP interests, or place fund or note offerings.
How we are compensated
Compensation is paid by the lender or trade partner — never by the borrower, sponsor, or builder — at the closing of an introduced transaction. Fees take the form of a finder’s fee or trade introduction fee, on terms agreed in writing in advance of the introduction. The builder, borrower, or sponsor pays Clay Capital Group nothing for an introduction.
To the extent any introduction relates to a transaction that could be characterized as involving a security, no compensation is paid to Clay Capital Group, and the firm’s role terminates at introduction. The firm’s customary engagements involve commercial debt financings (senior, bridge, and construction loans) and trade-partner subcontract introductions, which are not securities transactions.
Engagements are documented in writing prior to any introduction and require the firm’s written acknowledgment that the underlying transaction is not a securities transaction. The firm declines engagements involving the offer or sale of securities.
Where applicable, fee arrangements include a tail period covering introductions that close within a defined window after the engagement, so that the introducing party is recognized for the relationship even if the closing occurs after our active involvement.
No offering, no solicitation
Nothing on this website is an offer to sell, a solicitation of an offer to buy, or a general solicitation under Rule 502(c) of Regulation D for any security, fund interest, or transaction. The firm does not market, syndicate, or assist in the marketing of any private placement, Regulation D offering, Regulation A offering, or any other securities offering.
Forward-looking statements
Statements on this website that are not historical fact — including statements about market conditions, deal flow, target corridors, project size, or planned firm activity — are forward-looking and subject to change. They reflect the firm’s view as of the date of publication and should not be relied upon as predictions or guarantees of future outcomes.
Forward-looking statements are subject to risks including but not limited to: changes in construction-debt market conditions, lender capacity and underwriting standards, regulatory changes affecting commercial real estate lending, the firm’s ability to maintain or develop counterparty relationships, and the timing and outcome of any specific introduced transaction. Actual outcomes may differ materially from those expressed or implied.
Anti-money laundering
Clay Capital Group does not handle, transmit, or take custody of funds. The firm conducts ordinary commercial diligence on counterparties and reserves the right to decline any engagement where source-of-funds or counterparty identity cannot be verified. The firm cooperates with all lawful regulatory and law-enforcement inquiries.
Engagement letter primacy
In the event of any conflict between this website and a signed engagement letter, the engagement letter controls. Nothing on this website creates a contractual obligation, fiduciary duty, agency relationship, or representation by the firm. Reliance, indemnification, and the scope of services are governed by the signed engagement letter applicable to a given introduction.
Counsel and written terms
Every engagement is documented in writing. Clay Capital Group retains counsel and is happy to provide its limited-role and non-broker-dealer language to any counterparty on request prior to an introduction.
Contact
Questions about this notice or about the firm’s regulatory posture should be directed to craig@claycapitalgroup.co. We answer regulator-style questions in writing.