In the Ninth Circuit Court of Appeals Decision on SEC

question 4

Multiple Choice

In the Ninth Circuit Court of Appeals decision on SEC v. Murphy, all of the following were considerations in determining an offering to be a private placement except:

• A) there must be an arm's length relationship between the issuer of the security and the prospective purchaser
• B) the number of offerees must be limited
• C) the size and the manner of the offering must not indicate widespread solicitation
• D) the offerees must be sophisticated
• E) some relationship between the offerees and the issuer must be present

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Definitions:

Explicit Memory

A type of long-term memory involving conscious recall of facts and experiences.

Implicit Memory

Retention independent of conscious recollection. (Also called nondeclarative memory.)

Conscious Memory

The aspect of memory that involves the intentional recall of information and experiences that one can consciously declare or "know."

Retrieval Cues

Stimuli or signals that help in the recall of memories stored in long-term memory.