Series 79 practice questioneasyDue Diligence Defense
Which of the following best describes the standard underwriters must meet to establish a due diligence defense under Section 11 of the Securities Act?
- AAbsolute assurance that all statements are correct
- BMinimal inquiry based on management's representations
- CA reasonable investigation, with reasonable grounds to believe statements are true✓ Correct answer
- DReliance solely on outside counsel's review
Explanation
Why C — A reasonable investigation, with reasonable grounds to believe statements are true
The due diligence defense requires that underwriters perform a reasonable investigation and have reasonable grounds to believe the registration statement is accurate. Simply relying on management or counsel is insufficient, as regulators expect independent verification.
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