Is there a limit on the number of investors I may approach?
Ask a securities lawyer, please. While there are no precise limits of the private offering exemption, as the number of purchasers increases and their relationship to the company and its management becomes more remote, it is more difficult to show that the transaction qualifies for the exemption. Also, if you offer securities to even one person who does not meet the necessary conditions, the entire offering may be in violation of the Securities Act.
Rule 506, another "safe harbor" rule, provides objective standards that you can rely on to meet the requirements of this exemption.