Section 926 requires us to adopt rules that disqualify securities offerings involving certain felons and other bad actors from reliance on rule 506 of regulation d.
Reg d rule 506 bad actor.
Rule 506 d identifies certain persons that may potentially become bad actors it also lists certain events disqualifying events or bad acts.
The rule became effective september 2013.
Rule 506 c allows for general solicitation of accredited investors.
This rule a product of the jobs act became effective on september 23 2013 and is the original source of the bad actor rule.
Rule 506 is the most commonly used regulation d exemption.
As a result of rule 506 d bad actor disqualification an offering is disqualified from relying on rule 506 b and 506 c of regulation d if the issuer or any other person covered by rule 506 d has a relevant criminal conviction regulatory or court order or other disqualifying event that occurred on or after september 23 2013 the effective date of the rule amendments.
D in regard to any person who purchased securities in an issuer s rule 506 b offering as an accredited investor prior to september 23 2013 and continues to hold such securities for the same issuer s rule 506 c offering obtaining a certification by such person at the time of sale that he or she qualifies as an accredited investor.