International Advertising, Inc. (IA), would like to raise $10 million in new capital to open new offices in eastern Europe. It believes it could raise the capital by selling shares of stock to its directors and executive officers as well as to its bank and a large insurance company whose home office is located near IA’s headquarters. Opposition to the financing plan exists because of the trouble, time, and cost involved with registering with the SEC. Advise IA how best to proceed with the registration of the new issue of stock.

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