SEC Publishes Small Entity Compliance Guide on Rule 506 Disqualifications

The SEC published a small entity compliance guide that is intended to summarize and explain the disqualification of felons and other "bad actors" from Securities Act Regulation D Rule 506 ("Exemption for Limited Offers and Sales without Regard to Dollar Amount of Offering") offerings and related disclosure requirements.The compliance guide is divided into seven parts, including:

• Summary of Rule 506 Bad Actor Disqualification and Disclosure Requirements;
• Covered Persons;
• Disqualifying Events;
• Reasonable Care Exception;
• Waivers;
• Disclosure of Preexisting Disqualifying Events; and
• Transition Issues.

See: SEC Compliance Guide.See: SEC Amends Private Placement Rules.See also: SEC Publishes Final Rule Amendments to Rule 506 and Rule 144A in Federal Register (July 24, 2013); The SEC Approves JOBS Act Rules (with Delta Strategy Group Meeting Summary) (with Lofchie Comment) (July 10, 2013).