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SEC’s Amendment to Rule 506 Allows for General Solicitations (with Some New Requirements)

by Aaron B. Sokoloff
Procopio, Cory, Hargreaves & Savitch LLP - San Diego Office

July 29, 2013

Previously published on July 23, 2013

On July 10, the SEC announced an amendment to Rule 506, allowing issuers to rely on Rule 506’s safe harbor from registration requirements in offerings in which the issuer engages in a general solicitation or general advertising. An issuer may rely on this new exemption if (1) all of the purchasers in that offering are accredited investors, and (2) the issuer takes “reasonable steps” to determine that all of the purchasers are accredited investors. The issuer must also satisfy other the requirements contained in Regulation D in order to avail itself of the exemption. The amendment will become effective sixty days following its publication in the Federal Register.


The views expressed in this document are solely the views of the author and not Martindale-Hubbell. This document is intended for informational purposes only and is not legal advice or a substitute for consultation with a licensed legal professional in a particular case or circumstance.

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