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Rule 506(c) permits issuers to broadly solicit and generally advertise an offering, provided that: all purchasers in the offering are accredited investors. the issuer takes reasonable steps to verify purchasers' accredited investor status and. certain other conditions in Regulation D are satisfied.
A general exemption from registration for private offerings of securities. The exemption allows the issuer to offer or sell only to sophisticated investors who do not need the protections provided under the SEC's registration and disclosure regulations.
Under Rule 504 of Regulation D, issuers or firms may sell up to $5,000,000 of securities within a 12-month period. Under Rule 506 of Regulation D, issuers or firms may employ general solicitations and advertising when offering private placements, provided that all purchasers of the offering are accredited investors.
A securities offering exempt from registration with the SEC is sometimes referred to as a private placement or an unregistered offering. Under the federal securities laws, a company may not offer or sell securities unless the offering has registered with the SEC or an exemption from registration is available.