Securities RegistrationCâu 55 / 100
Organizers of a proposed corporation solicit subscriptions from a handful of prospective shareholders before the company exists. For this preorganization certificate exemption to apply:
a.The subscribers must each invest at least $10,000
b.A registration statement must be filed by qualification
c.At least twenty-five subscribers are required
d.The number of subscribers must be limited, no commission may be paid for soliciting them, and no payment may be made by any subscriber
Giải thích
The preorganization certificate or subscription exemption is conditioned on a small, capped number of subscribers, the absence of any commission for soliciting them, and the fact that no subscriber actually pays money at that stage. A minimum investment is not part of the test, and requiring a large number of subscribers would contradict the exemption's private character. Because it is an exemption, no registration statement is filed.
Trích dẫn luật: Uniform Securities ActLuyện miễn phí toàn bộ 100 câu hỏi — không cần đăng ký.
Câu hỏi liên quan cùng chủ đề
- A seller relies on a valid exempt transaction and therefore does not register the securities. Which statement is correct?
- Which statement about a state securities registration statement is correct?
- A small issuer registers a stock offering by qualification. The Administrator is concerned that the business plan cannot be carried out unless a substantial portion of the offering is sold. The Administrator may:
- After a securities registration statement becomes effective in a state, the Administrator may require the person who filed it to:
- A corporation issues short-term notes to raise working capital. For the notes to fall within the commercial paper exemption, they must generally:
- An investor is offered shares of a bank holding company that owns a single commercial bank. Regarding state registration, these shares are:
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