Series 79 practice questionhardBlue Sky Laws
A company is conducting a Regulation A+ Tier 2 offering of $50 million. What is the company's blue sky compliance obligation?
- AFull registration in every state where securities will be offered
- BTier 2 Regulation A+ offerings are preempted from state registration requirements, though states may still require notice filings and fees✓ Correct answer
- CBlue sky compliance is not required for any Regulation A offering
- DThe company must register in at least three states
Explanation
Why B — Tier 2 Regulation A+ offerings are preempted from state registration requirements, though states may still require notice filings and fees
Under the JOBS Act amendments to Regulation A, Tier 2 offerings (up to $75 million) are treated as covered securities under NSMIA, which means they are preempted from state registration and qualification requirements. However, states retain the right to require notice filings and fees, and they maintain their anti-fraud enforcement authority. Tier 1 offerings (up to $20 million) are not preempted and must comply with state blue sky laws in each state where securities are offered, which is one of the reasons Tier 1 is less commonly used despite its lower reporting obligations.
Turn it into reps
Reading one answer is not the same as being ready
Lucky the Banker is a free practice app with 477+ Series 79 questions, weak-area tracking, and timed mock exams. No credit card, no paywall.
Related Underwriting & New Financing questions
- What is the 'due diligence defense' under Section 11 of the Securities Act?
- Under the National Securities Markets Improvement Act of 1996 (NSMIA), which of the following offerings is preempted…
- An underwriter is establishing its due diligence defense for a $300 million IPO. Which of the following steps would NOT…
- Under the SEC's 'baby shelf' rule, what limitation applies to smaller reporting companies using Form S-3?