Which of the following securities is not exempt from the registration provisions of the Securities Act of 1933 quizlet?

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D. I, II, III, IV

During the 20-day cooling off period for a new issue in registration, the worry of the SEC is that the underwriters will "hype" the issue to increase investor interest and hence increase the final Public Offering Price. Thus, while the issue is in registration, the issue cannot be offered, sold, advertised, or recommended, and orders to buy the issue cannot be solicited. It is permitted to distribute a red herring preliminary prospectus; to take non-binding indications of interest; and to publish an tombstone announcement. Legally, these are not considered to be offers of the security.

Under the USA, a state administrator may deny, suspend, or revoke any registration or bar or censure a person in which of the following circumstances?

I. the applicant was convicted of a felony within the past 10 years
II. the applicant was convicted of a misdemeanor eight years ago
III. the applicant was prohibited by a court order from engaging in the securities business
IV. the applicant was subject to a suspension order of a stock exchange

c. I, III and IV
d. I, II, III and IV

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 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.

No, because the shares are being sold under a "de minimis" exemption

Rule 144 includes a "de minimis" exemption, permitting the sale every 3 months of 5,000 shares or less, worth $50,000 or less, without having to file a Form 144. The transfer agent is authorized by the SEC to transfer the shares without a copy of the Form 144. Because this sale is 5,000 shares @ $8 = $40,000, it can be done under this exemption. Rule 144 applies to the public resale of restricted (unregistered private placement) stock and to the sale of registered control shares. Control shares are registered shares owned by a key officer or director. These do not have to complete the 6 month holding period requirement because they are registered, but to sell them, the officer must file a Form 144 Notice of Sale and is subject to the rule's volume restrictions.

Who is exempt from registration under the Securities Act of 1933?

Which of the following securities is exempt from registration?

Which of the following is not subject to the registration requirements of the Securities Act of 1933 quizlet?

Which of the following securities is exempt from registration quizlet?