A:

Transactions are exempt from registration where …

a. A sale, or offer of sale is made to ALL clients of a brokerage firm.

b. The securities are listed on a major exchange, like the Nasdaq or the NYSE.

c. The transaction involves a sale, or offer to sell, to an institutional investor, federal covered investment advisor or any other person exempted.

d. The transaction is between a broker and a dealer.



Correct answer: "c"
The thirteenth bullet point under the exempt transactions portion of the study guide states exempt transactions are:

o Sale or offer of sale to:

- An institutional investor.

- Federally covered investment advisor.

- Any other person exempted.

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