Before
securities, like stocks, bonds and notes, can be offered for sale to the public, they first must be
registered with the
Securities and Exchange Commission (SEC). Any stock that does not have an effective registration statement on file with the SEC is considered "unregistered." To sell or attempt to sell a financial security before it is registered is considered a felony.
However, certain exemptions apply. For example, a privately-owned corporation may issue shares of stock to its executives and board members, but the new stockholders must notify the SEC before selling the stock to someone else. In addition, companies can raise
capital by soliciting investments from individuals outside the company who are considered to be "qualified investors." The SEC defines a qualified investor as someone who has a net worth of at least one million dollars or an annual income in excess of $200,000. Individuals who meet "qualified investor" status also can become victims of "private offering" unregistered securities scams.
(For more on this topic, read
Policing The Securities Market: An Overview Of The SEC.)
This question was answered by
Katie Adams.