AND ANSWERS WITH VERIFIED
SOLUTIONS LATEST UPDATE 2025/2026
Jurisdiction: Where is the offer made for U.S. Mail or Telephone? - CORRECT
ANSWER - In two states at most.
The state from which it originated and the state to which it is directed.
(For mail, not the state to which it may be forwarded).
Jurisdiction: Where is the offer made for Television or Radio? - CORRECT
ANSWER - One state only.
The state in which the camera or microphone is located)
Jurisdiction: Where is the offer made for Newspaper or Magazine? - CORRECT
ANSWER - One state or no state.
The state in which the newspaper or magazine is published, unless more than two-
thirds of the circulation is outside the state.
Exempt Issuers - CORRECT ANSWER - -US Government and Agencies
-Municipalities
-Non-profit, religious, educational and charitable organizations.
-Banks, Savings & Loans, and Trust companies.
-Railroads.
-Small business investment companies.
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,-Commercial Paper.
Exempt Transactions - CORRECT ANSWER - Reg D Rule 506 Private
Placements (if):
-Only Sophisticated ivestors
-No more than 35 Non-Accredited Investors
-Buyer receives Offering Memorandum.
-Resale of security is restricted.
Rule 147 Interstate Offerings:
-100% purchasers in state.
-80% of company's assets are in state.
-80% of the company's business must be carried out in the state.
-80% of operations revenue is generated in the state.
Small-Issue Exemption- Reg A
-Less than $5 million raised during 12 month period.
*Offering Statement filed.
What is another word for tax rate? - CORRECT ANSWER - Marginal Rate (after
the last dollar that you earn each year is taxed at your marginal rate).
Open-End (Mutual Fund) - CORRECT ANSWER - Continuously issue new shares
-Common shares only
-Sold by prospectus.
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, Sold at NAV + sales charge (if any)
Sponsor stands ready to redeem shares at the next calculated NAV (forward
pricing)
Shares remain in the primary market.
Cannot be sold short.
Closed-End fund - CORRECT ANSWER - Usually do a one-time issuance of
common shares.
-May issue preferred stock or bonds.
Shares may trade at a discount or premium to NAV (based on supply/demand) with
a commission or markup added.
Sponsor does not stand ready to redeem shares.
Shares trade in secondary market.
May be sold short.
Trust - CORRECT ANSWER - A legal arrangement in which an individual
(creator) gives fiduciary control of property to a person or institution (trustee) for
the benefit of beneficiaries.
- Creator = Grantor, Donor, Trustor, Settlor, or Maker
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