A Practice Note discussing risks associated with the use of finders by early-stage companies to assist in locating potential investors. The Note lists questions that issuers and finders should ask to help determine whether a finder may be acting illegally as an unregistered broker-dealer. It also describes some of the risks faced by issuers and finders when a finder is deemed to be an unregistered broker-dealer, including risks arising from rescission rights, disclosure obligations and SEC sanctions.