# Securities regulation compliance
> Source: https://legalcode.md/skills/legalcode-securities-regulation-compliance | [HTML version](https://legalcode.md/skills/legalcode-securities-regulation-compliance)

Analyze securities offering compliance covering US exemptions (Reg D Rule 506(b) / 506(c), Regulation A+ Tier 1/Tier 2, Regulation CF crowdfunding, Regulation…

Analyze securities offering compliance covering US exemptions (Reg D Rule 506(b) / 506(c), Regulation A+ Tier 1/Tier 2, Regulation CF crowdfunding, Regulation S offshore transactions, Rule 144/144A resale, Rule 504), EU Prospectus Regulation (Reg 2017/1129, €8M/€12M thresholds, passporting, SME Growth Market), and UK FCA prospectus regime including January 2026 FSMA 2023 / PS24/2 Public Offer Platform reform. Covers exemption selection logic, accredited investor qualification and verification, bad actor disqualification (Rule 506(d)/(e)), Form D / Form 1-A / Form C filing requirements, integration doctrine and 30-day safe harbor, Blue Sky laws and NSMIA preemption, EDGAR filing mechanics, directed selling efforts prohibitions, distribution compliance periods, and anti-fraud compliance (Section 10(b) / Rule 10b-5 / Section 17(a)). Use when structuring a private placement, selecting a securities exemption, conducting a compliance audit of an existing offering, preparing offering documents, advising on resale restrictions for restricted or control securities, or assessing cross-border offering compliance across US, EU, and UK. Produces COMPLIANT / PARTIAL / NON-COMPLIANT / CRITICAL DEFICIENCY classifications per requirement, remediation action plans with deadline-anchored timelines, and exemption selection matrices. Jurisdiction- anchored to US (federal and Blue Sky), EU, and UK with [JURISDICTION-SPECIFIC] markers.

This skill analyses securities offering compliance across the United States, European Union, and United Kingdom. It maps a proposed or existing offering against the applicable exemption framework, identifies compliance gaps, and produces a prioritized remediation plan with actionable filing, documentation, and investor qualification requirements. **Covers:** - US private offering exemptions: Reg D Rules 504, 506(b), 506(c); Regulation A+ (Tier 1 and Tier 2); Regulation CF; Regulation S; Rule 144/144A resale exemptions - Integration doctrine: Safe harbor analysis under the revised 17 C.F.R. § 230.152 (2020) - Investor qualification: Accredited investor definition (Rule 501), verification requirements, sophistication standards - Bad actor disqualification: Rule 506(d) look-back, Rule 506(e) disclosure obligations - Form D, Form 1-A, and Form C filing obligations (EDGAR) - Blue Sky law compliance: NSMIA preemption, "covered securities," notice filing states - EU Prospectus Regulation (Reg 2017/1129): €8M / €12M thresholds, qualified investor exemption, passporting, SME Growth Market regime - UK prospectus regime: Current retained EU law + FSMA 2023 / FCA PS24/2 January 2026 reforms, Public Offer Platform (POP) regime - Cross-border offering structuring: Reg S / Reg D concurrent offerings - Anti-fraud provisions: Section 10(b), Rule 10b-5, Section 17(a) of the Securities Act - Ongoing reporting and legend ...

## Jurisdictions

Global



---
*Legalcode -- legalcode.md*