17 CFR 230.501 - Definitions and terms used in Regulation D
| Cite as | 17 CFR 230.501 |
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348 practice notes
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Economic Growth and Regulatory Paperwork Reduction Act of 1996 Amendments
...the Regulation D private placement exemption in part 16. --------------------------------------------------------------------------- \76\ 17 CFR 230.501 et \77\ 12 CFR 197.4(a). --------------------------------------------------------------------------- The proposal also would make technica......
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Investment advisors:
Hedge fund advisors; registration,
...other intermediaries that are likely to meet any higher standards. \125\ See infra Section II.H of this Release. \126\ Regulation D [17 CFR 230.501 through 508] exempts from registration under the Securities Act of 1933 offerings and sales of securities that satisfy certain conditions, incl......
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Part II
...to evade'' language as proposed.\136\ \135\ See, e.g., letters from ABA and William J. Williams, Jr. \136\ See, e.g., Regulation D [17 CFR 230.501 et seq.] and Rule 155 [17 CFR (B) Regularly Released Information (1) Regularly Released Condition As we discussed in the Proposing Release, the ......
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Part III
...customer is an institutional customer. \86\ See, e.g., HSBC Bank Letter, U.S. Trust Letter, SIFMA Letter, Roundtable Letter. \87\ See 17 CFR 230.501(a)(3), (5) and (6); Securities Act Rel. No. 33-8766, 72 FR 400, Jan. 4, \88\ See, e.g., ABA Letter, Clearing House Ass'n Letter, State Street ......
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155 cases
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Piazza v. Kirkbride, No. COA 15–48.
...person whose individual net worth, or joint net worth with that person's spouse, at the time of his purchase exceeds $1,000,000.00. 17 C.F.R. § 230.501(a). The Act further defines an "accredited investor" as any person who had an individual income in excess of $200,000.00 or a joint income ......
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Connecticut Nat. Bank v. Giacomi, No. 15089
...a person with "a net worth ... exceeding $1,000,000 or with an income exceeding $200,000 a year in each of the two most recent years. 17 C.F.R. § 230.501(a)(5) & (6)." Also, Great Rings had to show that nonaccredited investors had "such knowledge and experience in financial and business mat......
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Thompson v. Relationserve Media Inc, No. 07-13225
...from registration under the Securities Act of 1933 (the “1933 Act”),4 and were “restricted shares” as defined by the Act. See 17 C.F.R. §§ 230.501 et seq. 5610 F.3d 643 While the April private offering was going on, on May 16, 2005, Relationserve acquired two Internet marketing companies, O......
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In re Integrated Resources Real Estate Sec. Lit., MDL No. 897
...the Plaintiffs had to qualify as "accredited investors" to participate in this offering pursuant to Reg. D. See 1933 Act, Rule 501(a), 17 C.F.R. 230.501(a). 21 The analysis of Fillmore/Greene's also applies to Fillmore/Enviro because the securities fraud allegations are identical and the in......
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52 firm's commentaries
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Business Entities In Texas After 2011 Texas Legislature
...III, Sophisticated Investors Under the Federal Securities Laws, 1988 DUKE L. J. 1081, 1120-24 (1988). SEC Regulation D (“Reg D”), 17 C.F.R. 230.501-506 (2007), became effective April 15, 1982 and is now the controlling SEC regulation for determining whether an offering of securities is exem......
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Choice of Entity Decision Tree
...III, Sophisticated Investors Under the Federal Securities Laws, 1988 DUKE L. J. 1081, 1120-24 (1988). SEC Regulation D (“Reg D”), 17 C.F.R. 230.501-506 (2007), became effective April 15, 1982 and is now the controlling SEC regulation for determining whether an offering of securities is exem......
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Fiduciary Duties In Oil Patch Deals
...III, Sophisticated Investors Under the Federal Securities Laws, 1988 DUKE L. J. 1081, 1120-24 (1988). SEC Regulation D (“Reg D”), 17 C.F.R. 230.501-506 (2007), became effective April 15, 1982 and is now the controlling SEC regulation for determining whether an offering of securities is exem......
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Life Cycle Of A Company – Choice Of Entity And Key Contents Of Organization Documents
...III, Sophisticated Investors Under the Federal Securities Laws, 1988 DUKE L. J. 1081, 1120-24 (1988). SEC Regulation D (“Reg D”), 17 C.F.R. 230.501-506 (2007), became effective April 15, 1982 and is now the controlling SEC regulation for determining whether an offering of securities is exem......
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11 books & journal articles
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The Ralston-Landreth-Gustafson Harmony: A Security!
...The Suitability Doctrine , 213 N.Y. L.J. 3(1995) (stating that Gustafson held section 12(2) inapplicable to private placements). 207 17 C.F.R. §§ 230.501–230.508 (2011). 208 See generally Eamonn K. Moran, Wall Street Meets Main Street: Understanding the Financial Crisis , 13 N.C. BANKING IN......
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The Ralston-Landreth-Gustafson Harmony: A Security!
...The Suitability Doctrine , 213 N.Y. L.J. 3(1995) (stating that Gustafson held section 12(2) inapplicable to private placements). 207 17 C.F.R. §§ 230.501–230.508 (2011). 208 See generally Eamonn K. Moran, Wall Street Meets Main Street: Understanding the Financial Crisis , 13 N.C. BANKING IN......
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The Lesson of Goldstein v. SEC: If at First You do Not Succeed, Regulate Again?
...comply with regulations in 17 C.F.R. § 230.506 (2008), which, in turn, references requirements for accredited investors, defined in 17 C.F.R. § 230.501(a) (2008), id. § 230.506(b)(1), and id. § 230.506(b)(2)(i) (“[T]hat there are no more than 35 purchasers of securities from the issuer.”). ......
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Wealth and Knowledge: Strengthening the Economy by Expanding the Qualified Purchaser 'Sophisticated' Standard Under the Investment Company Act of 1940
...per year with a spouse, for the past two years; or (2) have a net worth of $1 million individually or jointly with a spouse. See 17 C.F.R. § 230.501 (5)–(6) (2016). Although banks, businesses, and organizations may also qualify as Accredited Investors, this Note will focus on natural person......
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