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Series 63: Regulation of Securities & Issuers
Series 63 practice questionmediumReg D—Accredited Investors

Under Regulation D, which of the following investors could be counted as an institutional investor and not toward the 10-person retail limit under the USA private placement exemption?

  1. AA corporation with net assets of $1 million
  2. BA married couple with $2 million in investable assets
  3. CA state-chartered bank✓ Correct answer
  4. DA trust with $1 million in assets and no professional management
Explanation

Why CA state-chartered bank

Banks and similar financial institutions are considered institutional investors (USA 402(b)(8)), and do not count toward the 10-person retail investor limit. The other choices, even if wealthy, are not institutions for exemption purposes.

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