SEC Issues Guidance on Regulation D “Bad Actor” Rules
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On December 4, 2013, the Division of Corporation Finance of the Securities and Exchange Commission (the SEC) issued new Compliance and Disclosure Interpretations (the Interpretations) regarding Rules 506(d) and (e) of Regulation D under the Securities Act of 1933, which rules prevent issuers from conducting private placements that rely on Rule 506 if felons and other bad actors participate in the offering.*
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