Summary
Rule 506 of Regulation D provides two distinct exemptions from registration for companies when they offer and sell securities, allowing them to raise an unlimited amount of money.
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Companies must conduct a factual inquiry to determine if any covered persons have had a disqualifying event.
2
Rule 506(d) identifies certain persons and events that may potentially become “bad actors” and “bad acts”, respectively.
3
Companies must file a notice with the Commission on Form D within 15 days after the first sale of securities in the offering.
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According to
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Summary
Rule 506 of Regulation D provides two distinct exemptions from registration for companies when they offer and sell securities. Companies relying on the Rule 506 exemptions can raise an unlimited amount of money.
Rule 506 of Regulation D | Investor.gov
investor.gov
Summary
The Securities and Exchange Commission (the Commission) adopted bad actor disqualification provisions for Rule 506 of Regulation D under the Securities Act of 1933, which require issuers to conduct a factual inquiry to determine whether any covered person has had a disqualifying event. Covered persons include the issuer, directors, general partners, and managing members of the issuer, executive officers, 20 percent beneficial owners of the issuer, promoters connected to the issuer, and persons compensated for soliciting investors. The Commission also requires issuers to disclose any disqualifying events to investors.
Disqualification of Felons and Other "Bad Actors" from Rule 506
sec.gov
Summary
Rule 506(d) identifies certain persons that may potentially become “bad actors.” It also lists certain events (“disqualifying events” or “bad acts”). An offering cannot be made using Rule 506 if it includes a “bad actor” that is engaging or has engaged in a “bad act.”
Rule 506(d) “Bad Actor” Disqualifications: Who’s a Bad Actor and Why ...
lexisnexis.com
Summary
Purchasers in a Rule 506(c) offering receive “ restricted securities. ” A company is required to file a notice with the Commission on Form D within 15 days after the first sale of securities in the offering.
SEC.gov | General solicitation — Rule 506(c)
sec.gov
Regulation D under the Securities Act provides a number of exemptions from the registration requirements, allowing some companies to offer and sell their securities without having to register the offering…
Regulation D Offerings | Investor.gov
investor.gov
