Securities RegistrationQuestion 42 of 100
An individual investor sells 200 shares of an unregistered local company directly to her neighbor in a one-time private arrangement, with no broker involved and no pattern of similar sales. This is best characterized as:
a.An isolated non-issuer transaction, which is an exempt transaction
b.A sale of an exempt security
c.A public offering requiring registration by qualification
d.A prohibited transaction under the act
Explanation
An isolated non-issuer transaction, meaning a one-off resale by someone other than the issuer, is one of the enumerated exempt transactions. The shares themselves are ordinary corporate stock and are not exempt securities, so the exemption is transactional only. The antifraud provisions still apply, so the seller may not misrepresent the company even in an exempt transaction.
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