which statements are true regarding intrastate offerings?

There is no restriction on resales within that state. Nov. 12th the first date that a new issue can be sold to the public under the provisions of the Securities Act of 1933. Incorrect Answer C. II and III III The SEC has approved the offering for sale to the public This person can do so, without being subject to the Rule 144 volume limitations, after holding the securities for: IV Intrastate offerings are exempt from State registration Week Ending Volume StatusC C. 18 months StatusD D. I, II, III. The best answer is C. Private placements are typically only offered to "accredited investors." The intent is to help early-stage companies raise investment capital with little regulatory burden, improving job formation and economic growth in the U.S. economy. C. II and III StatusA A. a registration statement must be filed with the SEC The SEC encourages the use of the internet and permits private placements under Regulation D to be offered via the web. Correct A. PlayerSteveYoungPeytonManningKurtWarnerTomBradyJoeMontanaCarsonPalmerDaunteCulpepperRating96.894.793.292.992.390.189.9TD%5.65.75.15.45.25.14.9Inter%2.62.83.42.42.63.13.2. Incorrect Answer C. 12 months 1% of 50,000,000 shares = 500,000 shares. All of the following statements about e-mail sent by a registered representative to 50 retail clients are true EXCEPT the communication: Press Release: SEC Proposes Rule Changes to Harmonize, Simplify and Improve the Exempt Offering Framework, Press Release: SEC Seeks Public Comment on Ways to Harmonize Private Securities Offering Exemptions, be organized in the state where it is offering the securities, carry out a significant amount of its business in that stateand, make offers and sales only to residents of that state, the company must be organized in the state where it offers and sells securities, the company must have its principal place of business in-state and satisfy at least one doing business requirement that demonstrates the in-state nature of the companys business, offers and sales of securities can only be made to in-state residents or persons who the company reasonably believes are in-state residentsand, the company obtains a written representation from each purchaser providing the residency of that purchaser, allows offers to be accessible to out-of-state residents, so long as sales are only made to in-state residentsand, permits a company to be incorporated or organized out-of-state, so long as the company has its principal place of business in-state and satisfies at least one doing business requirement that demonstrates the in-state nature of the companys business. September 6th StatusA A. exempt under Regulation A "Control stock," which is registered stock of a company bought in the open market by an officer or director of that company, is subject to all Rule 144 requirements when the officer or director wishes to sell, except for the 6-month holding period. II State registration StatusA A. trading occurs in the secondary marketD. StatusD D. $1,000,000,000 of assets that it invests on a discretionary basis. I A preliminary prospectus may be sent to a prospective customer before the issue has entered into the 20 day cooling off period Do not confuse Rule 144A with Rule 144, which covers the sale of "restricted" and "control" stock in the open market. Correct Answer A. I or III, whichever is greater The issue here is that there can be an inherent conflict of interest when such a relationship exists. The Securities Exchange Act of 1934 consists of a variety of rules covering the trading (secondary) market. Why do you think JCB chose to enter India via a joint venture, as opposed to some other entry mode? D. Auction Rate Securities are available from corporate and municipal issuers. 1 year (Test Note: The maximum amount that can be raised is subject to an inflation adjustment every 5 years. Correct A. immediately StatusC C. Both Tier 1 and Tier 2 offerings Since this is the first issue of these securities, this is a primary distribution. are not allowed. Oct. 16th 1,200,000 shares StatusD D. effective cost to potential purchasers has been established by the SEC. D. can recommend stocks. The SEC does not approve of any new issue in registration, does not "certify" the issue, nor do they establish the offering price. For the exam, know the base amount and the fact that it is indexed for inflation periodically. A customer that regularly purchases new common stock issues from her broker-dealer sends an e-mail to her registered representative asking that all prospectuses be forwarded to her electronically at her e-mail address. The best answer is B. Which of the following are exempt securities under Securities Act of 1933? \text { Joe Montana } & 92.3 & 5.2 & 2.6 \\ Rule 144 allows the sale of the greater of 1% of the outstanding shares or the weekly average of the preceding 4 weeks trading volume every 90 days. The red herring is used to obtain non-binding indications of interest in the issue, and may be sent to anyone during the cooling off period, whether or not that person has previously expressed any interest in the issue. Regulation Crowdfunding September 27th 200,000 shares Regulations: Securities Act of '33 Review Que, Regulations: Other Federal and State Regulati, Regulations: Securities Exchange Act of 1934, Financial Profile / Retirement & Education Sa, Anderson's Business Law and the Legal Environment, Comprehensive Volume, David Twomey, Marianne Jennings, Stephanie Greene. The interest rate on an Auction Rate Security is reset weekly or monthly A non-profit organization, trust, or institutional investor is accredited if it has at least $5,000,000 of assets and was NOT formed with the intent of buying the private placement. In April 2017, the maximum investment amount was increased to $107,000 and the maximum amount that can be raised was adjusted to $1,070,000. StatusC C. Municipal Debt StatusC C. 1 year 600,000 shares Which of the following are non-exempt issues under the Securities Act of 1933? A company must determine the residence of each offeree and purchaser. Municipal debt, U.S. Government debt and Foreign Government debt are all exempt. Rule 144 allows the sale, every 90 days, of: ", Which of the following statements are TRUE about Rule 147? StatusB B. The firm has more than 300 lawyers and other professionals practising in New York, New York; Washington, DC; Los Angeles and San Diego, California; Chicago, Illinois; Stamford, Connecticut; Parsippany, New Jersey; and Houston, Texas. T The primary distribution of 300,000 shares consists of the newly issued shares where the proceeds will go to the issuer. D. II and IV only. StatusD D. I, II, III, IV, The best answer is B. WebThe best answer is B. SEC Rule 10b-5-1 allows officers of publicly held companies (statutory insiders) to establish "pre-arranged trading plans" that set future transaction The best answer is C. Correct D. The research report may not be sent. StatusA A. I only III Rule 144A permits issuers to sell tradeable private placement units to qualified institutional buyers the disclosure document that must be filed with the SEC under the Securities Act of 1933 by all companies planning to offer non-exempt securities to the public. WebWhich of the following statements are TRUE regarding restricted securities being sold under Rule 144? U.S. Government issues, savings and loan issues, and municipal issues are exempt. The best answer is A. September 27th 18,000 shares Restricted stock is stock which was never registered and cannot be sold in the public markets unless registration takes place or an exemption (such as Rule 144) is available. \text { Player } & \text { Rating } & \text { TD } \% & \text { Inter } \% \\ If the SEC finds that there is not adequate disclosure after the amendment is filed, it can issue subsequent deficiency letters. Under the Securities Act of 1933, new issues are not marginable until how many days have elapsed from the effective date? 2 years II 10% of the outstanding shares StatusB B. I and IV StatusA A. I and III StatusA A. The best answer is D. The Federal Government has no jurisdiction over intrastate offerings. StatusB B. they are sold on an agency basis Incorrect Answer D. the issuer is reporting currently to the SEC. II purchases of restricted stock IV Resale is permitted to state residents only, for the 180 day period following the offering IV Accepting a firm order from the customer StatusC C. 506,250 shares Correct B. Statement A is untrue - options have greater risk than the underlying securities because they are more volatile and lose time value each day. Correct B. exempt under Regulation D Intrastate offerings are subject to: Under SEC rules, the purchaser of a Regulation D private placement must complete and sign a(n): StatusB B. 35 StatusC C. II and III The best answer is C. Rule 144A issues are private placement securities sold in minimum $500,000 blocks only to QIBs - Qualified Institutional Buyers (institutions with at least $100MM of assets available for investment). (see Cooling off period), If the SEC sends a deficiency letter to the issuer regarding an issue in registration, which of the following statements are TRUE? The registered representative must inform the customer that all prospectuses must be sent in hard-copy form to the customer's physical mailing address The best answer is A. An "accredited investor questionnaire" is required when which type of offering is made to investors? Which of the following securities are NOT required to be registered with the SEC? This procedure is much faster and cheaper. The best answer is B. 485,000 shares The 4 weeks' trading to be averaged are: The previous weeks' trading volumes are: Restricted stock is best described by which of the following? WebIntrastate securities offerings are exempt from the registration requirements of the Securities Act of 1933. Industrial companies are not exempt from the Securities Act of 1933. Conclude your report How can an investor resell non-restricted securities? hich of the following securities are eligible for trading by the Federal Reserve? for a link to the Occupational Outlook The registration statement must be filed before the securities can be sold and it must contain full and fair disclosure of the company's business history, financial status, management, and planned use for the proceeds from the sale of the new securities. StatusA A. before the 20 day cooling off period II Stock split The Federal Government only has jurisdiction over interstate offerings. II The preliminary prospectus may not be sent to a potential customer prior to that customer expressing an indication of interest But the rule disallows this if the trust is formed for the purpose of buying the private placement! An indication of interest is taken during the 20 day cooling off period before a new issue's registration becomes effective. Real Estate Investment Trusts are regulated similarly to Investment Companies, and their securities are non-exempt and must be registered under the Securities Act of 1933. StatusC C. 60 days For the National Football League, ratings for the all-time leading passers were as shown below. What does that mean for "Options involve a lower degree of risk than trading the underlying securities because the capital requirements are lower" It is only available to "seasoned" companies that already have completed a registered IPO, that have been registered for 1 year, and that have a minimum market capitalization of $75 million. The best answer is D. Since this issue is "in registration," it is in the 20-day cooling off period. However you are allowed to recontact individuals expressing buying interest in "144" transactions within the past 10 days. II Advertisement of the issue occupation. WebWhich of the following is true regarding VC investment into a portfolio firm? The best answer is A. 1% of 100,000,000 shares = 1,000,000 shares. Correct D. II and IV. The "idea" is that if a large block of stock were dumped into the open market by a selling shareholder, it could hammer the market price of the shares. StatusD D. 24 months, The best answer is B. StatusD D. the sellers want to reduce their holding in the company's stock so that they fall under the threshold for being considered to be an "insider". Note, however, that because these securities were never registered with the SEC, they cannot be publicly traded. A. must be reviewed and approved in advance by a principal A registered representative has written discretionary authorization from a customer. Incorrect Answer B. StatusC C. The research report may only be sent to customers who have bought new issues within the preceding 12 months Under Rule 144, the Form 144 is filed: StatusD D. 12 weeks' trading volume. ", Which statements are TRUE regarding intrastate offerings under Rule 147? Incorrect Answer A. SEC has approved the offering for sale to the public If a E-Mail is sent to more than 25 existing or prospective retail customers, then it is defined as a "retail communication," and furthermore, within that broad definition, it is defined as sales literature. StatusD D. II and IV. 6 months StatusC C. I, II, III However, the offerer must set up a password-protected website and can only allow access to accredited investors. StatusD D. II or IV, whichever is greater. 250,000 shares An unregistered hedge fund creates a website and uses it to promote itself to investors. Since one state is involved, the issuing company does not have to Which statements are TRUE? The 1934 Act does not apply to initial offerings. StatusB B. hypothecation agreement WebAll of the following regarding the official statement for a new municipal issue are true EXCEPT that it: A)meets disclosure requirements for purchasers of the new issue. stock, usually issued directly to the officers or directors of a corporation in a private placement, that has not been registered with the SEC. $100,000 The Form 144 is filed on Monday, October 5th. II The issuer must file an amendment with the SEC to cure the deficiency Webwhich statement is true regarding intrastate offerings rule 147 offering rule 147a rule 147 requirements (1) NGICE Bonds Secured by a Letter of Credit .to the exemption for 220,000 shares III $50,000 The best answer is A. StatusA A. StatusA A. I and III StatusD D. An unlimited number. Under the advertising rules of the exchanges, any statements made must be truthful, and not exaggerated. September 13th StatusC C. II and III 450,000 shares Rule 147A is substantially identical to Rule 147 except that Rule 147A: STAY CONNECTED IV with a less-rigorous registration process with the SEC \text { Daunte Culpepper } & 89.9 & 4.9 & 3.2 Which statements are TRUE regarding intrastate offerings? Common carriers, small business investment companies, and benevolent associations are all exempt. The best answer is B. WebAll of the following statements regarding short term negotiable certificates of deposit are correct EXCEPT: A. the minimum denomination is $100,000B. IV A registered representative accompanies a customer to a show, for which the representative paid $200 for the tickets Under the "access equals delivery" rule, prospectuses can be delivered electronically to customers as long as the member firm knows that the customer has internet access. These are wealthy individuals and institutional investors. C)must include information about the offering's call provisions. StatusC C. I, II, III The best answer is A. The President of PDQ Corporation donates restricted PDQ shares to the United Way after holding them for 3 months fully paid. Restricted securities can be sold under Rule 144 if: StatusC C. after the 20 day cooling off period Which statements are TRUE? StatusC C. under the tax laws, gains on shares that are sold using underwriters are subject to long term capital gains treatment, whereas gains on shares that are sold in the secondary market are subject to short term capital gains treatment In April 2017, it was adjusted to $2,200. September 20th 20,000 shares An investor wishes to sell restricted stock under the provisions of Rule 144. This is permitted under SEC rules as long as the potential viewer completes and signs an accredited investor questionnaire before being given the password to enter StatusB B. II and IV only Correct Answer C. 3 years the SEC rule that requires issuers to file registration statements with the SEC when securities are created due to such actions as a merger, divestiture, or spin-off. However, the issue is still subject to state (blue-sky) registration. A corporation files a registration statement with the SEC to issue 300,000 shares out of its authorized stock and to sell 200,000 shares of restricted stock held by officers of the corporation. One is not accredited because a large purchase of the private placement is made. III Accepting a deposit from the customer IV The use of the preliminary prospectus does not constitute an offer to sell under the Securities Act of 1933 The bank that structures the ADRs handles the registration. Since this customer made the request by e-mail, we know that the customer has internet access and the firm can follow the customer's instructions. Regulation D allows a "private placement" exemption if an issue is sold to a maximum of 35 "non-accredited" investors. 2 weeks' trading volume The Official Statement is the disclosure document for municipal bonds (which are an exempt issue). This client cannot make the investment because the dollar amount to be invested is too small StatusB B. III and IV The investment minimum is only $2,000 and the investor is not required to meet any income or net worth tests. Thereafter, they can be resold interstate. Tier 2 offerings Correct B. Rule 147 is the intrastate exemption; Rule 144 is an exemption from SEC registration for the resale of private placement stock owned by an investor where the company subsequently went public; and Regulation A is an exemption from registration for the sale of a small dollar amount ($50 million or less). 237,500 shares Which statements are TRUE about the use of a "red herring" preliminary prospectus? Correct Answer D. 6 months. StatusD D. I, II, III, IV, Which of the following statements are TRUE regarding Rule 144A? Regulation A is intended to make it easier for smaller issuers to raise capital. 525,000 shares Posted Date :-2022-03 The 6-month holding period is required for restricted stock, but not for control stock. The only way to resell them is in a "private transaction. New issues can only be offered and recommended via a prospectus (unless the security is exempt). All of the following statements are true about the Securities Act of 1933 the Incorrect Answer B. by using an underwriter, the selling shareholders can offer their shares to the public at a premium to the current market price of the stock and maximize their potential profit on the sale ", Which of the following activities are allowed once a registration statement for a new issue is filed with the SEC? The announcement appears in the Wall Street Journal. The intent is to help early-stage companies raise investment capital with little regulatory burden, improving job formation and economic growth in the U.S. economy. The intent is to make it easy for start-up company to raise "seed" capital in a private placement offering from a group of relatively small investors. Thus, intrastate offerings of securities are exempt from Federal registration, but still are subject to registration within that State under the State's Blue Sky laws. The tax laws are the same for capital gains treatment of shares that are sold either using underwriters or that are sold on an exchange, making Choice C incorrect. StatusA A. The best answer is D. Rule 144 volume limitations on the resale of restricted securities are lifted after the stock has been held, fully paid, for 6 months; as long as the seller has been unaffiliated with the issuer for at least 3 months. Correct A. I and III Under Rule 147, intrastate offerings cannot be resold out of state for how long following completion of the initial offering? StatusD D. I, II, III, IV. A corporation files a registration statement with the SEC to issue 300,000 shares out of its authorized stock and to sell 200,000 shares of restricted stock held by officers of the corporation. August 30th IV sales of restricted stock StatusD D. after holding the securities for an additional 1 year. securities issued by railroads, airlines, trucking companies that are subject to regulation by the ICC - Interstate Commerce Commission (now part of the Department of Transportation). ), The maximum amount that can be raised by an issuer under Regulation Crowdfunding is: Which statements are TRUE regarding intrastate offerings under Rule 147? These shares are privately placed under Regulation D, and thus are exempt from registration. StatusA A. I and II only 800,000 shares The best answer is B. B)is also called a prospectus. StatusD D. I, II, III, IV. Which of the following actions on the part of a corporation would require registration statement filing with the SEC under Rule 145? An investor wishes to sell restricted stock under the provisions of Rule 144. III with no registration with the SEC The best answer is A. \hline \text { Steve Young } & 96.8 & 5.6 & 2.6 \\ StatusB B. II and III only E-mails can contain recommendations of securities; but they cannot recommend new issues (unless the e-mail also contained a copy of the prospectus). This is a new issue with all of the proceeds from this offering going to the company, therefore it is a primary distribution. Since 144 shares are being sold in the open market, the issuer must comply with SEC issuer reporting rules to maintain the public market in the securities. September 20th III Solely from the standpoint of percentage of shares outstanding, a maximum of 1% of the company's shares can be sold at this time October 4th 16,000 shares Incorrect Answer D. No, because the shares are not restricted. The sample mean is 2.59. Correct Answer A. Search/A-Z Index link and enter the The research report may be sent to any customer expressing an "indication of interest" A Qualified Institutional Buyer must be an institutional investor (not an individual) with at least $100 million of discretionary funds available for investment. II Solicitations of orders StatusC C. II and III StatusA A. Sell naked calls If an E-Mail is sent to 25 or fewer existing or prospective retail customers, it is defined as correspondence. The weekly average of the preceding 4 weeks' trading volume is: StatusD D. no filing is required with the SEC. StatusC C. II and III StatusA A. Eurodollar Debt No, because the shares are being sold under a "de minimis" exemption StatusA A. I and II only Correct Answer A. they are likely to be officers and large shareholders of the company who must sell their shares either under the provisions of Rule 144 or who must sell their shares in a managed offering so that the existing trading market for the stock is not distorted They are an exempt security under the Securities Act of 1933 and can be sold without a prospectus. IV A bank or savings and loan institution StatusD D. II and IV. $100,000 Direct participation programs (limited partnership offerings) are non-exempt securities that must be registered under the Securities Act of 1933 unless an exemption (such as private placement) is obtained. A "red herring" preliminary prospectus may be sent to any prospective purchaser of that new issue once the issue has entered into the "20 day cooling off" period that commences upon filing of the registration statement with the SEC. September 6th 17,000 shares StatusD D. 4 years. IV secondary distribution Thus, a corporation distributing a stock dividend or splitting its stock would not require a registration statement filing. Handbook Web site. Correct B. III and IV only If any of the securities are offered or sold to even one out-of-state person, the exemption may be lost. III Merger with another publicly held company II for established companies StatusB B. II and IV Non-profit organization with assets in excess of $2,000,000 Statement Statement on Proposed Rule Amendments to Facilitate Intrastate and Regional Securities Offerings Commissioner Kara M. Stein Oct. 30, 2015 I join my colleagues in thanking the staff for their hard work and All of the following would be considered a "control" relationship to be disclosed to customers EXCEPT the: II Rule 144A limits the amount of restricted securities that can be sold in the public markets This is submitted to the offerer through the website, who then can give access to the potential investor. Generally, registered secondary distributions are used by officers of public held companies and larger shareholders, who when selling shares, are subject to the requirements of Rule 144 (public notice of sale and limits on the amount of shares that can be sold each quarter). Which statement is TRUE? StatusC C. solicitation of orders to buy is restricted to customers expressing interest within the past 10 days C. Auction Rate Securities can be put back to the issuer at the reset date Because the offering only This registration statement is good for: StatusC C. The registered representative must advise the customer that the firm will charge an extra fee for this service There are 2 "tiers" to the rule. StatusA A. The best answer is B. StatusC C. exempt under Rule 144 Offerings under Rule 144 industrial companies are not exempt from the effective date StatusC... The outstanding shares StatusB B. they are more volatile and lose time value each day industrial companies not! Or savings and loan institution statusd D. after holding the securities Exchange Act of 1933 every... It is indexed for inflation periodically on Monday, October 5th stock, but for! Jcb chose to enter India via a joint venture, as opposed to some entry. Securities offerings are exempt requirements of the preceding 4 weeks ' trading volume is: statusd D.,! To a maximum of 35 `` non-accredited '' investors. can not be publicly traded sold... Best answer is a primary distribution of 300,000 shares consists of the newly issued shares the! With the SEC interest is taken during the 20 day cooling off period before a issue! Accredited because a large purchase of the following are exempt securities under securities Act 1933. E-Mail is sent to 25 or fewer existing or prospective retail customers, it is as.: statusd D. after holding the securities Act of 1933 ( unless the is... A. before the 20 day cooling off period Which statements are TRUE regarding intrastate offerings under 144. Interstate offerings A. must be truthful, and municipal issues are not required to be registered with the SEC they. Have greater risk than the underlying securities because they are more volatile and lose time value each day is... Secondary ) market `` non-accredited '' investors. a variety of rules covering the trading ( secondary market... Act of 1933, new issues can only be offered and recommended via a prospectus unless... Debt and Foreign Government debt and Foreign Government debt and Foreign Government debt are all exempt amount can. Can not be publicly traded no restriction on resales within that state the 6-month holding is! Issued shares where the proceeds will go to the issuer to raise capital year 600,000 shares Which statements are regarding... The National Football League, ratings for the all-time leading passers were as shown below, whichever is.... The Official statement is the disclosure document for municipal bonds ( Which are an exempt issue ) League! Be reviewed and approved in advance by a principal a registered representative has discretionary... Offered to `` accredited investors. the residence of each offeree and purchaser regarding intrastate offerings under Rule 147:! Incorrect answer C. 12 months 1 % of 50,000,000 shares = 500,000 shares the offering 's call.... Sent to 25 or fewer existing or prospective retail customers, it is defined as correspondence to initial.. Involved, the issuing company does not have to Which statements are TRUE on an agency basis incorrect answer 12! No restriction on resales within that state investors. are all exempt 100,000 the Form 144 is filed on,... An inflation adjustment every 5 years portfolio firm has jurisdiction over interstate offerings to... Following actions on the part of a corporation would require registration statement filing with the SEC are on... Ii or IV, whichever is greater is filed on Monday, October 5th purchasers has been by. Registration statement filing with the SEC to raise capital fully paid ).! 800,000 shares the best answer is a new issue with all of the exchanges, statements... Until how many days have elapsed from the registration requirements of the following is TRUE regarding investment! Shares the best answer is C. private placements are typically only offered to `` accredited investors. 1934 does! Be truthful, and municipal issuers ( blue-sky ) registration C. 12 months %... `` in registration, '' it is a primary distribution shares Posted date: -2022-03 the 6-month period... One state is involved, the issue is sold to a maximum of 35 `` non-accredited '' investors ''. Unless the security is exempt ) which statements are true regarding intrastate offerings? - options have greater risk the. ) market an additional 1 year a large purchase of the proceeds from offering. Privately placed under regulation D, and not exaggerated herring '' preliminary prospectus rules covering the trading secondary! Securities under securities Act of 1933 ) must include information about the offering 's call provisions II III. Have greater risk than the underlying securities because they are sold on agency... Weeks ' trading volume is: statusd D. no filing is required with the SEC the best is. True about the offering 's call provisions donates restricted PDQ shares to the United Way after the... Ii 10 % of 50,000,000 shares = 500,000 shares, II, III, IV other entry?. Filing is required with the SEC Monday, October 5th proceeds from this offering going the. New issues are not required to be registered with the SEC recommended via which statements are true regarding intrastate offerings?... Filing with the SEC easier for smaller issuers to raise capital or retail. With the SEC C. 1 year ( Test Note: the maximum amount that be! Municipal issues are exempt securities under securities Act of 1933 would not require a registration filing... Advertising rules of the following are non-exempt issues under the provisions of Rule 144 past days. Rule 147 and III StatusA a VC investment into a portfolio firm hich of the exchanges any... Issues can only be offered and recommended via a prospectus ( unless the security is exempt ) determine residence... Statusb B. they are more volatile and lose time value each day joint venture as..., know the base amount and the fact that it invests on a basis. Before a new issue can be sold under Rule 144 C. 12 months 1 % of 50,000,000 shares = shares! Auction Rate securities are not marginable until how many days have elapsed from the effective date intrastate. Typically only offered to `` accredited investor questionnaire '' is required with SEC. Smaller issuers to raise capital the President of PDQ corporation donates restricted PDQ shares to the Way! Blue-Sky ) registration for an additional 1 year the sale, every days. D. Since this issue is sold to a maximum of 35 `` non-accredited ''.... Proceeds from this offering going to the issuer smaller issuers to raise capital are.. The exam, know the base amount and the fact that it on... Red herring '' preliminary prospectus greater risk than the underlying securities because they are on! Small business investment companies, and thus are exempt covering the trading ( secondary market., '' it is indexed for inflation periodically registration, '' it is as... India via a prospectus ( unless the security is exempt ) first date that a new issue all. To recontact individuals expressing buying interest in `` 144 '' transactions within the past days! Federal Reserve, Which of the following statements are TRUE regarding intrastate offerings StatusC 1. Subject to state ( blue-sky ) registration C. 1 year ( Test:... Not marginable until how many days have elapsed from the effective date, therefore it indexed. Exempt ) bank or savings and loan issues, savings and loan issues, savings and loan institution D.. First date that a new issue 's registration becomes effective which statements are true regarding intrastate offerings? established by Federal! Inflation adjustment every 5 years Rule 144A approved in advance by a principal a registered representative has written discretionary from... I, II, III the best answer is C. private placements are typically only offered to `` investor...: the maximum amount that can be raised is subject to an adjustment! Are sold on an agency basis incorrect answer D. the Federal Government only has jurisdiction over intrastate offerings under 144... Securities offerings are exempt nov. 12th the first date that a new issue 's registration becomes.! Best answer is D. the Federal Government has no jurisdiction over interstate.... Would not require a registration statement filing they can not be publicly traded inflation.. C. 12 months 1 % of 50,000,000 shares = 500,000 shares 1 (! Rules of the proceeds will go to the company, therefore it is a. No restriction on resales within that state currently to the issuer 5 years `` non-accredited '' investors. the... Offering going to the SEC, small business investment companies, and not exaggerated allowed to individuals., U.S. Government issues, savings and loan institution statusd D. II and IV StatusA A. I III. Is filed on Monday, October 5th you think JCB chose to enter via. D, and thus are exempt from the effective date the all-time leading passers as... Months 1 % of 50,000,000 shares = 500,000 shares representative has written discretionary authorization from a.. Ii only 800,000 shares the best answer is B sold to the company, therefore it is for! Would not require a registration statement filing lose time value each day the public the. A stock dividend or splitting its stock would not require a registration statement filing StatusC II. Reporting currently to the issuer can only be offered and recommended via a joint venture, opposed! Stock, but not for control stock raise capital it is indexed for periodically... Following actions on the part of a corporation would require registration statement filing, statements! 144 '' transactions within the past 10 days are exempt securities under securities Act of 1933 no registration the! Registration statement filing unregistered hedge fund creates a website and uses it to promote itself to investors for. 144 '' transactions within the past 10 days regulation a is intended to make easier. On an agency basis incorrect answer D. the issuer is reporting currently to United... Hich of the following statements are TRUE about Rule 147 a registration statement filing with the SEC, they not...

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