[Anonymous]

NINJA Question –

Regulation D of the Securities Act of 1933 is available to issuers without regard to the dollar amount of an offering only when the

a. Purchasers are all accredited investors.

b. Number of purchasers who are nonaccredited is thirty five or less.

c. Issuer is not a reporting company under the Securities Exchange Act of 1934.

d. Issuer is not an investment company

(b) Rule 506 allows private placement of unlimited amounts of securities if the number of unaccredited investors is no more than 35.

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Doesn’t this contradict the Ninja Notes? The ninja notes says that for Rule 505, there is a limit of $5M/year, Max 35 Unaccredited Investors, and Unlimited Accredited Investors? And if this was in reference to Rule 506, it just says Unlimited $$$ and Can Solicit & Advertise To “Accredited” Investors, but has no mention of a 35 unaccredited investor limit.

[PorterAJ1]

505 and 506 have the same #s for unaccredited and accredited. 35 or fewer unaccredited and unlimited accredited.

FAR - 77 (10/31/13)
BEC - 75 (12/4/13)
AUD - 85 (1/16/14)
REG - 68 (2/28/14); 69 (4/10/2014); 81 (7/15/14) DONE!!!!

[PorterAJ1]

505 and 506 have the same #s for unaccredited and accredited. 35 or fewer unaccredited and unlimited accredited.

FAR - 77 (10/31/13)
BEC - 75 (12/4/13)
AUD - 85 (1/16/14)
REG - 68 (2/28/14); 69 (4/10/2014); 81 (7/15/14) DONE!!!!

[jeff]

This isn't in contradiction to the NINJA Notes … Unlimited Accredited is something new to 506 under the JOBS act.

AUD - 79
BEC - 80
FAR - 76
REG - 92

Jeff Elliott, CPA (KS)
NINJA CPA | NINJA CMA | NINJA CPE | Another71

[jeff]

This isn't in contradiction to the NINJA Notes … Unlimited Accredited is something new to 506 under the JOBS act.

AUD - 79
BEC - 80
FAR - 76
REG - 92

Jeff Elliott, CPA (KS)
NINJA CPA | NINJA CMA | NINJA CPE | Another71

[Anonymous]

Thanks guys. That clears up the confusion 🙂

[Anonymous]

Thanks guys. That clears up the confusion 🙂

[Author]

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