Regulation D
E7227
Regulation D is a set of SEC rules that provides exemptions from the registration requirements for certain private offerings of securities in the United States.
Observed surface forms (8)
| Surface form | Occurrences |
|---|---|
| Regulation D private offering rules | 1 |
| Regulation D under the Securities Act of 1933 | 1 |
| Rule 501 | 1 |
| Rule 502 | 1 |
| Rule 504 of Regulation D | 1 |
| Rule 506(b) of Regulation D | 1 |
| Rule 506(c) | 1 |
| Rule 506(c) of Regulation D | 1 |
Statements (48)
| Predicate | Object |
|---|---|
| instanceOf |
SEC rule
ⓘ
United States securities regulation ⓘ exemption from securities registration ⓘ |
| administeredBy |
Securities and Exchange Commission
ⓘ
surface form:
U.S. Securities and Exchange Commission
|
| allows | general solicitation under Rule 506(c) subject to conditions ⓘ |
| appliesTo |
certain limited offerings to non-accredited investors
ⓘ
offerings to accredited investors ⓘ private placements ⓘ |
| category | private offering exemption ⓘ |
| defines |
accredited investor
ⓘ
information requirements for non-accredited investors ⓘ integration safe harbors ⓘ limitations on advertising ⓘ limitations on general solicitation ⓘ |
| doesNotExemptFrom | anti-fraud provisions of federal securities laws ⓘ |
| doesNotPreempt | all state securities laws ⓘ |
| effectiveIn | United States federal securities markets ⓘ |
| exemptsFrom | federal registration of securities under the Securities Act of 1933 ⓘ |
| filingForm | Form D ⓘ |
| goal |
facilitate capital formation
ⓘ
protect investors through disclosure and eligibility standards ⓘ |
| imposes |
bad actor disqualification provisions
ⓘ
investor sophistication requirements under certain rules ⓘ offering amount limits under certain rules ⓘ resale restrictions on securities sold ⓘ |
| includesRule |
Regulation D
self-linksurface differs
ⓘ
surface form:
Rule 501
Regulation D self-linksurface differs ⓘ
surface form:
Rule 502
Rule 504 ⓘ Rule 506(b) ⓘ Regulation D self-linksurface differs ⓘ
surface form:
Rule 506(c)
|
| jurisdiction |
United States of America
ⓘ
surface form:
United States
|
| legalBasis |
U.S. Securities Act of 1933
ⓘ
surface form:
Securities Act of 1933
|
| limits | number and type of non-accredited investors in certain offerings ⓘ |
| partOf | Securities Act of 1933 regulatory framework ⓘ |
| provides | exemptions from registration requirements ⓘ |
| regulates | private offerings of securities ⓘ |
| relatedTo |
Regulation A
ⓘ
Regulation S ⓘ U.S. Securities Act of 1933 ⓘ
surface form:
Section 4(a)(2) of the Securities Act of 1933
|
| requires |
Form D filing with the SEC
ⓘ
verification of accredited investor status under Rule 506(c) ⓘ |
| shortName | Reg D ⓘ |
| subjectTo | state blue sky law considerations ⓘ |
| usedBy |
hedge funds
ⓘ
private companies raising capital ⓘ private equity funds ⓘ real estate syndications ⓘ venture capital funds ⓘ |
Referenced by (12)
Full triples — surface form annotated when it differs from this entity's canonical label.
this entity surface form:
Rule 506(c)
this entity surface form:
Rule 501
this entity surface form:
Rule 502
this entity surface form:
Regulation D under the Securities Act of 1933