QUESTION 23 SEC Regulation D Coffee Corp , a publicly held corporation, wants to make an $8,000,000 exempt offering of its shares as a private placement offering under Regulation D, Rule 506, of the Securities Act of 1933 Coffee has more than 500 shareholders and assets in excess of $1 billion, and has its shares listed on a national securities exchange Items 1 through 5 relate to the application of the provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934 to Coffee Corp and the offering For each item, indicate whether only statement I is correct, only statement II is correct, both statements I and II are correct, or neither statement I nor II is correct 1 2 3 4 I Coffee Corp may make the Regulation D, Rule 506, exempt offering II Coffee Corp , because it is required to report under the Securities Exchange Act of 1934, may not make an exempt offering 1 2 3 4 I Shares sold under a Regulation D, Rule 506, exempt offering may only be purchased by accredited investors II Shares sold under a Regulation D, Rule 506, exempt offering may be purchased by any number of investors provided there are no more than 35 nonaccredited investors 1 2 3 4 I An exempt offering under Regulation D, Rule 506, must not be for more than $10,000,000 II An exempt offering under Regulation D, Rule 506, has no dollar limit 1 2 3 4 I Regulation D, Rule 506, requires that all investors in the exempt offering be notified that for nine months after the last sale no resale may be made to a nonresident II Regulation D, Rule 506, requires that the issuer exercise reasonable care to assure that purchasers of the exempt offering are buying for investment and are not underwriters 1 2 3 4 I The SEC must be notified by Coffee Corp within 5 days of the first sale of the exempt offering securities II Coffee Corp must include an SEC notification of the first sale of the exempt offering securities in Coffee's next filed Quarterly Report (Form 10 Q) 1 Only statement I is correct 2 Only statement II is correct 3 Both statements I and II are correct 4 Neither statement I nor II are correct

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Posted on Aug 08, 2024

QUESTION 23

SEC Regulation D: Coffee Corp., a publicly held corporation, wants to make an $8,000,000 exempt offering of its shares as a private placement offering under Regulation D, Rule 506, of the Securities Act of 1933. Coffee has more than 500 shareholders and assets in excess of $1 billion, and has its shares listed on a national securities exchange. Items 1 through 5 relate to the application of the provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934 to Coffee Corp. and the offering. For each item, indicate whether only statement I is correct, only statement II is correct, both statements I and II are correct, or neither statement I nor II is correct.

1. 2. 3. 4.	I. Coffee Corp. may make the Regulation D, Rule 506, exempt offering. II. Coffee Corp., because it is required to report under the Securities Exchange Act of 1934, may not make an exempt offering.
1. 2. 3. 4.	I. Shares sold under a Regulation D, Rule 506, exempt offering may only be purchased by accredited investors. II. Shares sold under a Regulation D, Rule 506, exempt offering may be purchased by any number of investors provided there are no more than 35 nonaccredited investors.
1. 2. 3. 4.	I. An exempt offering under Regulation D, Rule 506, must not be for more than $10,000,000. II. An exempt offering under Regulation D, Rule 506, has no dollar limit.
1. 2. 3. 4.	I. Regulation D, Rule 506, requires that all investors in the exempt offering be notified that for nine months after the last sale no resale may be made to a nonresident. II. Regulation D, Rule 506, requires that the issuer exercise reasonable care to assure that purchasers of the exempt offering are buying for investment and are not underwriters.
1. 2. 3. 4.	I. The SEC must be notified by Coffee Corp. within 5 days of the first sale of the exempt offering securities. II. Coffee Corp. must include an SEC notification of the first sale of the exempt offering securities in Coffee's next filed Quarterly Report (Form 10-Q).