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So my exam is coming up (Thanksgiving Eve) and I just have a quick question regarding accredited vs non-accredited shareholders under rule 505 and 506 Regulation D. I understand the unlimited accredited vs 35 or less unaccredited, and under 506 they must be sophisticated…however im confused on the disclosure.
If there are only accredited shareholders, they don’t have to receive disclosure…but if there is as much as one unaccredited shareholder everyone has to receive disclosure and audited finanicals.
My question is what is the definition of “disclosure”? Does this mean a prospectus? If its all accredited shareholders do they not even get a prospectus? Or does EVERYONE get a prospectus but if its just accredited shareholders they dont get audited financials? Basically, is a prospectus included in that term disclosure?
I hope my question makes sense lol.
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