[Evwy_Mom]

I’m having recurring trouble in this area while doing Wiley MCQs.

Specifically, I have a question that reads:

Harp Corp. is offering to issue $450,000 of its securities pursuant to Regulation D of the Securities Act of 1933. Harp is not required to deliver a disclosure document in the states where the offering is being conducted. The exemption for small issues of $1,000,000 or less (Rule 504) under Regulation D

(a) Requires that the issuer be subject to the reporting requirements of the Securities Exchange Act of 1934.

(b) Does not require that any specific information be furnished to investors.

(c) Permits the use of general solicitation.

(d) Requires that each investor be a sophisticated investor or be represented by a purchaser representative.

The linked text provides this:

(1) Rule 504 exempts an issuance of securities up to $1,000,000 sold in twelve-month period to any number of investors (this is also known as seed capital exemption)

(a) General offering and solicitations are permitted under Rule 504

(b) Issuer need not restrict purchasers’ right to resell securities

(c) No specific disclosure is required

(d) Must send notice of offering to SEC within fifteen days of first sale of securities

I’m thinking Rule 504 of Regulation D so I chose (c) even though I thought it could also be (b), but the answer says that Regulation D “specifically does not permit” general solicitation.

Help! It seems like the text and the question are in direct opposition.

AUD = 85
FAR = 79
BEC = 79
REG = 65, 72, 75!

I AM DONE!!

[Dan T]

Hmm general solicitation is not permitted to the public, I think that's what answer c was referring to. The wording does seem kinda tricky, general solicitation is only allowed for accredited investors

AUD - 75 ☺
FAR - 65, 71, 70, 77 ☺
BEC - 80 ☺
REG - 73, 66, 79 ☺ 2/28/15

Done!

[Author]

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