General Conditions: Information Delivery, Solicitation Ban, and Resale Limits

What this video covers

• When the information-delivery duty triggers: only for a non-accredited purchaser in a no-solicitation private placement, and why this attaches to the individual sale rather than the offering as a whole
• Why the "should consider" note for accredited investors is a suggestion, not a requirement, and how exam questions convert this into a wrong answer
• How financial-statement detail scales up at the $20,000,000 offering-size threshold for non-reporting issuers, and what reporting companies furnish instead
• Why the right to ask questions and get answers belongs to every purchaser in a no-solicitation private placement, accredited or non-accredited, as a separate and broader right
• Where general solicitation is permitted: the small-offering exemption's state-law paths and the accredited-only general-solicitation exemption
• What makes Regulation D securities restricted securities and why they cannot be resold without registration or another exemption
• How an issuer shows reasonable care to prevent resale with a view toward distribution, and why the three common methods (investment intent inquiry, written disclosure, restrictive legend) are examples rather than the only ways