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SIE practice questionmediumRegulation S and Offshore Accounts

A U.S. company sells new securities in an account outside the U.S. under Regulation S. What is TRUE?

  1. AThe securities are not subject to U.S. registration requirements.✓ Correct answer
  2. BAll purchases must be by U.S. citizens.
  3. CThe offering must be registered with the SEC.
  4. DOnly mutual funds can use Regulation S.
Explanation

Why A — The securities are not subject to U.S. registration requirements.

Regulation S allows securities sold exclusively offshore to be exempt from U.S. registration. B is false—non-U.S. investors can buy. C is incorrect—no registration is needed under S. D is false—other issuers can use it too.

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