An exemption under Regulation D that allows a fund or syndication to raise capital privately from an unlimited number of accredited investors and up to 35 non-accredited but sophisticated investors, without engaging in any general advertising or public solicitation. In a tokenized offering, digital tokens representing investor interests are issued under this exemption, and the prohibition on general solicitation must be carefully observed — including in online and social media contexts where tokenized offerings are often marketed.
506(b)
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