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Series 79: Underwriting & New Financing
Series 79 practice questionmediumSEC Registration Statements

Which statement best describes 'incorporation by reference' in a registration statement?

  1. AIt allows the issuer to refer solely to outside legal opinions
  2. BIncorporation by reference to prior SEC reports✓ Correct answer
  3. CIt is only permitted for foreign issuers
  4. DIt is mandatory for all S-1 filings
Explanation

Why BIncorporation by reference to prior SEC reports

Incorporation by reference lets eligible issuers cite information from prior SEC filings, streamlining disclosures. It is not limited to foreign issuers or mandatory for S-1s, and legal opinions alone cannot be incorporated. Failing to recognize which information can be referenced is a common error.

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