SIE practice questioneasySEC Regulation D
Which statement best describes a Regulation D private placement?
- AIt prohibits sales to non-accredited investors.
- BIt requires all securities to be registered with the SEC.
- CIt only applies to municipal bond offerings.
- DIt allows the issuer to sell securities without SEC registration to accredited investors.✓ Correct answer
Explanation
Why D — It allows the issuer to sell securities without SEC registration to accredited investors.
Regulation D allows companies to offer securities to accredited investors without SEC registration. Not all securities must register; it doesn’t only apply to municipals, and sales to non-accredited investors may occur under certain rules.
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