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Is an investment in an LLC a security under the '33 Act? a. Yes, LLC membership interest is expressly included in the '33 Act's list

Is an investment in an LLC a "security" under the '33 Act?

a. Yes, LLC membership interest is expressly included in the '33 Act's list of securities.

b. Only if the LLC membership interest qualifies under the Howey test as an investment contract.

c.No, investments in LLCs are never a security.

Shareholders in a corporation are entitled to which of the following rights?

a. Right to elect officers.

b. Right to approve dissolution.

c. Right to prevent corporate borrowing.

d. Right to receive monthly dividends.

Uncle Ned's Inc. has only of shares.Uncle Ned's has 2,200 shareholders, 400 of whom are employees who received their shares pursuant to a Rule 701 exemption for equity compensation.Uncle Ned's has total assets of $14 million.Is Uncle Ned's subject to the public registration requirements of the '34 Act?

a. Yes.

b. No, because 2,200 shareholders is less than the number of shareholders that triggers the registration requirements.

c. No, because shares issued to employees don't count toward the number of shareholders that triggers the registration requirements.

d.No, because $14 million in total assets is less than the amount of total assets that triggers the registration requirements.

The right of shareholders to dividends means that the corporation must pay dividends if it can afford them.

True

False

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