By ANGUS LOTEN

Crowd-funding.

It sounds like something out of a rock concert or a march on Washington.

Actually, it’s a way for small businesses to raise money, and it’s about to get a big boost from Washington.

Under a bill that passed the U.S. House of Representatives on Tuesday and that’s expected soon to be passed into law, start-ups can raise up to $1 million a year by pitching to thousands of small-dollar investors online with little disclosure beyond a rough business plan. (They can raise up to $2 million if they provide audited financial statements.)

Some companies are thrilled. But others, including some so-called angel investors, aren’t.

Currently, start-ups that seek to raise capital on crowd-funding sites are limited to offering only token gifts – such as a mug or T-shirt – in return for contributions. Under this new bill, they can offer equity.

Investors with incomes or net worth below $100,000 would be restricted to putting up just 5% of their annual income, up to $2,000. The cap for wealthier investors is 10% of their income or net worth, to a maximum of $100,000.

Private companies, which are currently limited to 500 investors, will be able to take on as many as 2,000 investors before triggering securities regulations.

Though crowd-funding is designed to ease the process of raising cash for start-ups, some professional early-stage business investors worry that the new rules might boost the costs of capital by making later-stage, and much-larger investments, that much more risky.

“If you have a whole lot of unsophisticated investors in a business, they aren’t likely to get the valuation right,” says Marianne Hudson, the executive director of the Angel Capital Association, a national trade group of wealthy individuals who invest in start-ups. Assessing the expected value of a new business — before it has a track record of sales or revenue — is a top concern for angels who are considering a deal, she adds.

Brian Cohen, the chair of the New York Angels, a network of individual investors that has invested $50 million in 70 companies since 2004, also worries about the bill’s impact on the relationship between early-stage investors and entrepreneurs. Mr. Cohen says beyond cash, most start-up investors also provide a valuable network of industry contacts to help a fledgling business get off the ground quickly.

“Angel investing is a contact sport. You need to know who you’re investing in,” he says. At the same time, he adds, it’s also a contact sport “because you get bloodied,” citing high failure rates and long-delayed exits. Typically, it can take seven to nine years for early-stage investors to see a return on their cash, he says.

Some entrepreneurs share the concern. In June, Brad Carrick, 36, raised $22,000 on crowd-funding site IndieGoGo.com, to launch Solz Inc., a specialty shoe maker based in San Francisco. Contributors put up as little as $33 each and received a pair of shoes in return. Mr. Carrick says he is reluctant to use crowd-funding to sell equity stakes in his business, of which he now owns 97%.

“If I had 200 more investors who were all shareholders, no matter how small, I would be really concerned about scaring off angel investors or venture capital investors down the road.”

Readers, what do you think? Post your comments.

(This article previously appeared on DealJournal.)

By LAURA SANTINI

HONG KONG — Lawyer Brett King recently had a reunion with a U.S. private-equity fund and the Chinese toy maker it took over in 2004.

Back then, Mr. King drafted financial documents for CCMP Capital Asia’s leveraged acquisition of Sanda Kan Industrial, a maker of model trains. This time, he was advising on restructuring the debt-burdened company, which resulted in a distressed sale to a Hong Kong rival.

All around Asia, leveraged finance professionals like Mr. King are reinventing themselves as restructuring specialists, a survival strategy amid layoffs and a slowed pipeline of splashy public offerings, mergers and acquisitions. Investment banks and law firms here also are rushing to put together teams for dealing with what bankers are predicting will be a wave of business in the region in the second half of this year.

“Whenever there’s a downturn, transaction lawyers become restructuring lawyers,” says Mr. King, a lawyer at U.S. firm Paul Hastings’s Hong Kong office.

In the U.S. and Europe, bankruptcy and restructuring specialists tend to focus on those situations for entire careers. But in Asia and some other emerging markets, it isn’t unusual for bankers and lawyers such as Mr. King to wind up unraveling deals they put together, or restructuring debt they previously helped arrange.

‘Negotiated Workout’

Workouts in some important Asian jurisdictions, such as Hong Kong and Singapore, often take place with little direction from the courts, giving finance professionals greater latitude in finding solutions, often behind closed doors.

“In Asia, it’s is much more a negotiated workout,” Mr. King says. In mainland China, where bankruptcy laws were passed only a couple of years ago, a lack of precedent makes the private discussions between creditors and corporations even more crucial.

Sometimes, the bankers who worked on deals previously find the investors they dealt with then aren’t too happy to see them in their new roles.

In February, a closely held Chinese aluminum manufacturer, Asia Aluminum Holdings Ltd.,

tried to coerce owners of its offshore debt into selling it back to the company at huge discounts. Its offer of as little as 13.5 cents on the dollar spurred an outcry from debt holders. Their resentment spilled over toward the company’s adviser, Sheldon Trainor, a former banker at Merrill Lynch and Morgan Stanley who helped Asia Aluminum issue its debt while at his previous employers. Mr. Trainor declined to comment.

A Growth Business

The restructuring business here is expected to continue growing as sharp declines in exports and industrial production hurt corporate earnings, making it difficult for Asian manufacturers to maintain their debt levels.

Merrill Lynch, a unit of Bank of America Corp.,

has just replicated in Asia a restructuring team that it already has in place in London and New York. The team — headed by Andrew Cooper, who formerly ran the equity-linked derivatives division — has plucked internally bankers from a variety of areas, such as mergers and acquisitions, leveraged finance and debt capital markets.

One recent addition came from Merrill’s technology-banking group. Credit woes of Taiwan chip maker ProMOS Technologies Inc., bailed out by the Taiwanese government, have alerted investment bankers to more widespread problems simmering in the sector.

Many of the team members at Merrill have worked in Asia long enough to have had experience during this region’s 1997-1998 financial crisis. “People in our group tend to have gray hair,” says William Clay, a Merrill restructuring banker who several years ago worked on a restructuring of Korea’s Hynix Semiconductor Inc. while at Bank of America.

Deutsche Bank

also has carved out a “task force” to tackle restructuring work in Asia. British law firm Herbert Smith LLP just launched a restructuring practice, hiring a partner from law firm Appleby. “Everyone is looking at how they are staffed up to meet what people hope will be a wave of restructuring work,” says Trevor Clark, partner at the U.K.’s Linklaters LLP in Hong Kong.

To lock in assignments, bankers say they are busy talking with companies about existing debt loads and whether they will need to tap the markets later this year. Some companies are already trying to head off problems by raising money through rights offerings, which allow current shareholders to purchase additional stock, often at a discount to the market price.

This year, the Asia-Pacific region, excluding Japan, has seen a greater number of rights issues than any other geographic market globally, according to Thomson Reuters, although those transactions tend to be smaller than in the West. Asia has raised $11.4 billion in rights offerings, placing it by value behind Europe, which raised $21.4 billion so far in 2009.

Buying Back Debt

Debt buybacks also are occurring more frequently in Asia, as companies seek to take advantage of depressed bond prices to repay their debt more cheaply.

One example is Chinese packaging-products company Nine Dragons Paper (Holdings) Ltd., whose chairwoman, Zhang Yin, was once ranked by Forbes as the wealthiest person in China but whose net worth has since fallen sharply along with her company’s stock price. Nine Dragons recently bought back 58% of its debt outstanding from bondholders, who accepted a 47% discount to par.

Companies also are expressing interest in doing bond exchanges, which might extend the maturity date, giving a borrower more time to repay the principal on a bond. For convertible bonds, an exchange might seek to lower the strike price at which the bonds convert to shares, allowing the company to reduce overall debt.

Write to Laura Santini at laura.santini@wsj.com

Printed in The Wall Street Journal, page C3

By JULIE V. IOVINE

Jeff Goldberg/Esto for Ennead Architects

The Natural History Museum of Utah, perched on the foothills of the Rockies.

Salt Lake City

There’s nothing like a natural-history museum to give one a little perspective. Compared with the more than 160 million years that dinosaurs stomped the earth, mankind’s roughly 20,000-year history is barely a sliver of time. In the past, the grandiose subject of where we came from and what we are made of called for appropriately solemn and magisterial architecture: sweeping stairs, baronial halls, relentless symmetries and axial certainty. In other words, something in the Beaux Arts style.

The Natural History Museum of Utah, at its 200,000-square-foot home on the campus of the University of Utah here, has gone for a different feeling—that of a trailhead. Instead of ascending a grand staircase, you enter as through the faceted, sheer walls of a canyon, rendered in beige plaster and board-formed concrete. Instead of a procession of galleries with symmetrical predictability, the organizational logic is that of switchback paths traversing ramps, bridges and underpasses.

Designed by the New York-based Ennead Architects, with exhibition design by the ubiquitous Ralph Appelbaum Associates, and in collaboration with GSBS Architects, the museum makes an assertive break with formality. It plays up today’s educational mantra of experience, discovery and interconnectedness over yesteryear’s emphasis on order, direction and significance.

If the interior is conspicuously nontraditional, the exterior of the $102.5 million building, which opened in November, seems barely there at all. In a controversial move, it isn’t located near such other downtown cultural venues as the Church History Museum and the Leonardo, the new science, technology and art museum. Instead it straddles a popular hiking trail perched halfway up the slopes of the Wasatch Range, foothills to the Rockies at the edge of both the campus and the town. Had it not been for the spring panoply of bright green grasses visible on a recent visit, the museum, clad in a burnished copper mottled by streaks of zinc and tin, might have disappeared completely amid the reddish-brown rock against which it is set.

According to Todd Schliemann, a partner of Ennead Architects, camouflage was much to the point in the interest of spreading the natural-history message. To that end—unusual for climate-control-conscious museums—multiple terraces open directly off exhibits. Thus, in one display you can observe a model of Lake Bonneville, which filled the Great Basin during the Pleistocene era some 15,000 years ago before it drained out through Red Rock Pass, leaving nothing but the puddle that is Salt Lake (energetic crankers can even spin a big spigot to fill the display with water and pull the plug on it themselves); then you can step out onto the adjacent terrace to view the actual lake in the distance and check the current level, which apparently varies slightly all the time.

Reminders of the natural world just beyond the walls abound, introducing a redeeming note of seriousness and wonder to the blatant infotainment of the exhibits inside, an Appelbaum trademark. The main lobby is called “The Canyon.” It’s the kind of sappy naming game that many institutions go for today. But it works, partly because the focal point of the space is an enormous panoramic window that, with breathtaking sweep, delivers natural history live: a view of the entire Salt Lake Valley and snow-capped Oquirrh Mountains. The lobby space is open and expansive, with café tables and cherry-wood benches meant to suggest fallen logs. There’s also a 40-foot-tall display wall that serves as a kind of amuse-bouche of collection highlights. It includes dinosaur fossils, conch shells, iridescent butterflies, ancient moccasins and woven baskets. The laudable intention was to provide a public place where people can range widely and even see a little something for free before buying a ticket. Two bridges cross overhead and a third seemingly carved from rock scales the back wall to underscore the adventure theme.

The NHMU may not go in for the old-fashioned coherence of symmetry, but it is organized in a left brain, right brain sort of way, with experiential galleries to the right of the Canyon and active research labs, special exhibits, vitrines for exotic rocks, and artifact storage (viewable through glass doors) to the left. But with wilding toddlers to wrangle (Utah has one of the nation’s youngest populations), odds are that it will be to the state-of-the-art interactive right side of the museum that people will head first for a full day of exploration.

You only have to see Allie, the Allosaurus, to realize just how far pedagogical entertainment in the natural sciences has come. This rubbery, stubby-armed flesh-eater was a favorite at the old natural-history museum. Slide a quarter down its craw and it would sing “Do-Re-Mi.” Now Allie has been relegated to an out-of-the-way spot by some elevators on the lowest entry level and supplanted by far more sophisticated educational tools. These include five learning labs for school groups and a showcase lab where working scientists pursue their research and bone dusting in full sight of visitors, a reality-show-era diorama.

Keyboards, screens, Post-it notes and good old chalk-and-blackboard beckon for interaction at every possible level. There are rubber bones to fit into the puzzle of a fossil imprint and fake pottery shards to arrange into an ancient painted vase just as archaeologists might. Cleverly, the museum shows off its exceedingly rare collection of competing types of horned triceratops, arranging them just the way local hunters might display their own bagged prey, as heads mounted on the wall.

The Beaux Arts museum of yore presented artifacts—whether rocks, fossils or human tools—in a fashion that made them seem to belong to a more primitive, less complicated time. Today’s approach generally makes past and present, nature and human all part of one ingeniously complex continuum. In its new digs, the NHMU captures that spirit at its most awe-inspiring.

Ms. Iovine writes about architecture for the Journal.

A version of this article appeared May 9, 2012, on page D6 in the U.S. edition of The Wall Street Journal, with the headline: Natural History, Modern Setting.

By ARDEN DALE

Financial advisers and their clients are starting to plan for, if not yet act on, a possible jump in taxes on dividends.

Dividend-producing stocks have had a special attraction among investors in recent years, in part because of the lower-than-usual tax rates dividends have enjoyed for much of the past decade. Those low rates gained even more luster as the stock market tanked—driving up the dividend yields—while interest rates on savings accounts have been so low. A 2% dividend yield also looks more interesting to investors than it did before U.S. bond yields declined last year and remain near historical lows.

Increases in taxes on dividends, capital gains and ordinary income all are currently planned, but dividends may be seen one of the biggest changes. Before a series of series of tax cuts launched by then-President George W. Bush in 2003, dividend income was taxed the same as ordinary income. Under the cuts, it was treated like capital gains, with a tax rate that shrank to 15%—the lowest since 1941. That arrangement was to expire in 2010, but was extended then for two more years. In 2013, the top rate on capital gains is set to go to 20%.

Taxes on dividends, now at 15%, could rise to as high as 39.6% next year—an effective 164% increase for some wealthy people in the highest tax bracket. While lawmakers could change that plan, some advisers say it isn’t too soon to start talking to clients about changes they may need to make to their portfolios.

An additional 3.8% surtax on dividend income and capital gains could also kick in for some wealthy investors.

Michael Joyce, a financial planner in Richmond, Va., is working up a list of his clients with a lot of dividend-paying stock and plans to review possible strategies. One could be shifting dividend stocks from taxable to tax-deferred vehicles like individual retirement accounts, he said, while another could be replacing them with municipal bonds.

Mr. Joyce won’t actually recommend specific moves until later this year. There is too much uncertainty, he said, about whether Congress will keep those tax rates from rising so sharply. Like other advisers, he has to play a guessing game for now.

Any strategy needs to weigh capital gains carefully if it is to include selling dividend payers, said Eve Kaplan, a fee-only adviser in Berkeley Heights, N.J., who manages $23 million. She said she has already fielded questions from a few clients about a possible rise in dividend taxes.

It will make less sense to earn dividend income in taxable accounts from 2013 onward, according to Ms. Kaplan, since the tax rate on it will essentially be the same as in a tax-deferred account. And, any move out of dividend-paying stocks in taxable accounts could trigger capital gains.

One client of Ken Weingarten, an adviser in Lawrenceville, N.J., has a client with that very situation. He said a key to any dividend strategy is how the client will be positioned financially in the future.

Mr. Weingarten’s client, a high-earning architect in his early 50s with a wife and two children, is saving a lot in a taxable account invested in U.S. and international large-cap stocks. Selling now to get investments into a tax-deferred account would mean some $11,000 of capital-gains tax. It would take around seven years for dividend taxes to equal the capital-gains tax that he would have to pay this year.

The client’s plan is to retire from his job in just a few years and lead a simpler life. His income will likely drop significantly, and the tax rate on his income, dividends then included, will be much lower.

So what will Mr. Weingarten advise? Nothing, yet.

“As the hit song from Asia goes,” Mr. Weingarten says, referring to the rock band, ” ‘only time will tell.’ “