🏦LTB
Series 79: Underwriting & New Financing
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?

  1. AFull registration in every state where securities will be offered
  2. BTier 2 Regulation A+ offerings are preempted from state registration requirements, though states may still require notice filings and fees✓ Correct answer
  3. CBlue sky compliance is not required for any Regulation A offering
  4. DThe company must register in at least three states
Explanation

Why BTier 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