Regulation A - Securities Exemptions

Regulation A provides a rule-based exemption under Section 3A of the 33 Act, allowing issuers to bypass full registration for securities issuances up to $5 million (Tier 1) and $50 million (Tier 2). It requires private companies to file offering documents with the SEC, including an offering circular and certified financial statements. While it permits 'testing the waters' communications to gauge interest, no sales can occur before SEC approval. Unlike Rule 506, Regulation A does not exempt issuances from state law, making it less commonly used.

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