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For a regulation A+ audit do you have register with the sec…

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For a regulation A+ audit...
For a regulation A+ audit do you have register with the sec
Submitted: 4 months ago.Category: Business Law
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3/20/2018
Business Lawyer: KLAW, Attorney replied 4 months ago
KLAW
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Category: Business Law
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Experience: I have over 20 years of experience in commercial real estate law, finance, consumer credit, landlord tenant, and business law.
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Customer reply replied 4 months ago
ok
Business Lawyer: KLAW, Attorney replied 4 months ago

Hello and welcome to Just Answer. No attorney-client relationship or privilege is formed by speaking to an expert on this site, the answers are for general information. By continuing, you confirm that you understand and agree to these terms.

Regulation A allows companies to offer and sell securities to the public, but with more limited disclosure requirements than what you would currently expect from publicly reporting companies. In comparison to registered offerings, smaller companies in earlier stages of development may be able to use this rule to more cost-effectively raise money.

The primary Regulation A+ filing is the offering statement on Form 1-A.

A Regulation A+ offering process is initiated when a company “files” an offering statement known as Form 1-A with the SEC. After SEC review, the Form 1-A offering statement is declared “qualified” by a “notice of qualification” (as opposed to “effective” in a traditional IPO context). After a Regulation A+ offering statement has been “qualified,” companies may begin selling securities.

Companies that have not previously sold securities under a qualified Regulation A+ offering may submit a draft offering statement for confidential SEC staff review. The non-public draft offering statement and any amendments to it must be publicly filed on EDGAR no less than 21 calendar days prior to the qualification of the public filing.

That said, a Tier 1 offering must register or qualify the offering in any state in which you seek to offer or sell securities pursuant to Regulation A. Some states provide the option to have Tier 1 offerings that will be conducted in multiple states reviewed through a coordinated state review program by the North American Securities Administrators Association.

Tier 2 offerings are required to qualify offerings with the Commission before sales can be made pursuant to Regulation A, but they are not required to register or qualify their offerings with state securities regulators. Tier 2 offerings however, must comply with and are subject to state law enforcement and antifraud rules.

I hope this helps.

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Customer reply replied 4 months ago
OK, that it good information BUT, I was asking about my firm, as the CPA auditor, do I have to register with the SEC as I am not registered now. The Company we are auditing is doing the above.
Customer reply replied 4 months ago
Are you still there?
Business Lawyer: KLAW, Attorney replied 4 months ago

Yes, PCAOB Rule 2100 requires that each public accounting firm (including individuals or foreign firms) must register with the PCAOB if the firm:

(a) prepares or issues any audit report with respect to any issuer (i), or

(b) plays a substantial role (ii) in the preparation or furnishing of an audit report with respect to any issuer.

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Business Lawyer: KLAW, Attorney replied 4 months ago
Please let me know if you have any other questions
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