Exempt Offerings and Private Placements

What this video covers

• Why Regulation A is an abbreviated registration process using Form 1-A and an offering circular, not a full S-1 and prospectus
• How Regulation A Tier 1 differs from Tier 2 on maximum offering size, state registration, audited financials, and non-accredited investor limits
• Why Reg A securities are freely tradable while Reg D securities are restricted, and what that means for resale
• How Regulation D's two private-placement tiers differ on general solicitation, investor types, and the maximum of 35 non-accredited sophisticated investors
• Who qualifies as an accredited investor, including the $1 million net-worth test excluding primary residence, and why verification steps matter when general solicitation is used
• When a private placement memorandum (PPM) is mandated (non-accredited investors present) versus when no disclosure document is required (accredited-only)
• Why the intrastate exemption requires 100% in-state buyers, how the 80% doing-business rule works, and the six-month resale lockup