Series 82: 1.1.10 Summary Of Registration Exemptions

Summary of Registration Exemptions

	Dollar Limit	Type of Offering	Issuer Requirements	Investor Requirements
Reg A	Tier 1—$20 million Tier 2—$75 million	Public offering	U.S. or Canadian companies that are not registered with the SEC (non-reporting companies) Has a legitimate business plan No bad actors involved	Unlimited number of investors All investors are eligible
Rule 504	$10 million	Private placement	Non-reporting company U.S. or foreign company No bad actors involved	Unlimited number of investors All investors are eligible
Rule 506(b)	Unlimited	Private placement	U.S. or foreign company SEC registered or private companies No bad actors involved	Each non-accredited investor must be sophisticated No more than 35 non-accr