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Regulation D: The Rule 506(b) and 506(c) Exemptions

This lesson is an introduction to the Rule 506(b) and 506(c) exemptions in Regulation D. Each of these exemptions exempts offerings from the registration requirements of the Securities Act of 1933.

Before taking this lesson, students should have a basic understanding of the Securities Act of 1933 and its registration requirement.

Learning Outcomes

On completion of the lesson, the student will be able to:
1. Explain the history of the development of the Rule 506(b) exemption.
2. List the Rule 506(b) requirements.
3. List the Rule 506(c) requirements
4. Define what constitutes a single offering.
5. Apply the main requirements of Rule 506(b) and Rule 506(c) to determine if offers and sales fit within either exemption.


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