Which of the following statements are true regarding restricted shares quizlet?

A bank or savings and loan institution

There is no limit on the number of accredited investors that can purchase a private placement under Regulation D.

Regarding institutional investors, any investment company, insurance company, bank, or savings and loan is accredited.

A non-profit organization, trust, or institutional investor is accredited if it has at least $5,000,000 of assets and was NOT formed with the intent of buying the private placement. The idea here is that people could attempt to get around the 35 non-accredited investor limit by having these non-accredited investors contribute to a trust that would buy the issue. If the trust accumulated $5,000,000 for investment, it would be accredited. But the rule disallows this if the trust is formed for the purpose of buying the private placement!

Trust with assets in excess of $5,000,000 whose purchase is directed by a sophisticated person

There is no limit on the number of accredited investors that can purchase a private placement under Regulation D. Regarding institutional investors, any investment company, insurance company, bank, or savings and loan is accredited.

The president of an Insurance Company is not necessarily accredited even though his or her employer is. A non-profit organization, trust, or institutional investor is accredited if it has at least $5,000,000 of assets and was NOT formed with the intent of buying the private placement. The idea here is that people could attempt to get around the 35 non-accredited investor limit by having these non-accredited investors contribute to a trust that would buy the issue. If the trust accumulated $5,000,000 for investment, it would be accredited. But the rule disallows this if the trust is formed for the purpose of buying the private placement!

Regarding individual investors, either a minimum income ($200,000 for an individual or $300,000 for a married couple) or net worth test ($1,000,000 net worth) must be met to be accredited. There is no minimum purchase amount that makes an individual accredited.

partnership with assets in excess of $5,000,000 formed for the specific purpose of acquiring the securities offered

There is no limit on the number of accredited investors that can purchase a private placement under Regulation D. Regarding institutional investors, any investment company, insurance company, bank, or savings and loan is accredited.

A non-profit organization, trust, or institutional investor is accredited if it has at least $5,000,000 of assets and was NOT formed with the intent of buying the private placement. The idea here is that people could attempt to get around the 35 non-accredited investor limit by having these non-accredited investors contribute to a trust that would buy the issue. If the trust accumulated $5,000,000 for investment, it would be accredited. But the rule disallows this if the trust is formed for the purpose of buying the private placement!

Regulation A

Regulation D is the private placement exemption from registration. It basically states that private placements that are not offered to the general public are exempt from registration. Rule 506 (the major rule under Regulation D) states that if an offering is made to a maximum of 35 non-accredited investors and to an unlimited number of accredited (wealthy) investors, then it is exempt from SEC registration.

Regulation S states that if a U.S. company sets up a non-U.S. subsidiary, and offers securities only to non-U.S. residents, then it is exempted from having to register those securities with the SEC (because the offering is not being made in the U.S.).

Rule 144A states that issuers can sell "private placements" in large block sizes (typically $500,000 or more per unit) to QIBs - Qualified Institutional Buyers - without having to register them with the SEC. A QIB is an institution with at least $100 million available for investment. Rule 144A solves a problem with private placements for QIBs - the fact that they are illiquid. Rule 144A issues can be traded from QIB to QIB in the "PORTAL" market. This opens up the market for these securities to large institutional investors, who would not buy unless they knew they could sell the holding at will.

Regulation A is an "EZ" registration rule that applies to issues up to $50 million. It makes it simpler for smaller companies to raise capital. Instead of filing a full registration statement with the SEC, the company files an "abbreviated" simplified registration. Instead of going through a 20 day "quiet period," the company goes through a 20 day "review period," where the issue can be marketed to "test the waters" (this is not allowed for regular registered issues). Once registration is effective, the issue is sold with an Offering Circular rather than a Prospectus. Regulation A issues, because they are registered and the company must report to the SEC, can be listed on exchanges and traded there.

Which statement is true regarding restricted shares?

Which statements are true regarding purchase limitations under Regulation A quizlet?

Which statement is true regarding margin regulations?

Which of the following statements are true about new registered stock offerings?