A $10,000,000 offering of corporate stock intended to be made pursuant to the provisions of Rule 506 of Regulation D of the Securities Act of 1933 would not be exempt under Rule 506 if:
A.
the offering was made through a general solicitation or advertising.
B.
some of the investors are nonaccredited.
C.
there are more than 35 accredited investors.
D.
the SEC was notified 14 days after the first sale of the securities.
You are correct, the answer is A.
Rule 506 allows exemption for an offering to up to 35 unaccredited (but sophisticated) investors. It says nothing about notification of the SEC. It is not acceptable for the offering to be made through a general solicitation or advertising.
But I thought on the Ninja Notes a new rule recently stated that 506 DOES allow general solicitation or advertising?