Regulation A Disqualification Event Questionnaire


Summary

This template questionnaire may be used to determine whether a person has violated any of the “bad actor” disqualification provisions of Regulation A. This template includes practical guidance and drafting notes. Regulation A provides an exemption from the registration requirements of the Securities Act of 1933, as amended (Securities Act), for certain limited public offerings. However, Rule 262(a) of Regulation A states that the exemption is not available to an issuer if certain covered persons have committed violations of certain securities or other laws. See Rule 262(a) of Regulation A (17 C.F.R. § 230.262(a)). Covered persons include: (1) the issuer; (2) any predecessor of the issuer; (3) any affiliated issuer; (4) any director, executive officer, other officer participating in the offering, general partner or managing member of the issuer; (5) any beneficial owner of 20% or more of the issuer’s outstanding voting equity securities, calculated on the basis of voting power; (6) any ...