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Regulation D: Robins Financial Credit Union
 
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Robins 101: If you’ve ever wondered why you’re unable to make more than 6 transfers from your savings account per month, you are not alone. The transfer limit exists due to a regulation set by the Federal Reserve, and applies to all financial institutions, not just credit unions. This limitation is intended to prevent you from using your savings account as a transaction account. Watch this video to learn more about the restrictions of Regulation D. For more information about Regulation D, check out our blog: https://www.robinsfcu.org/news/transfer-limits-online-banking%E2%80%A6regulation-d-explained Visit our website for more information: https://www.robinsfcu.org/ Don’t forget to also: - Like us on Facebook: https://www.facebook.com/robinsfinancial/ - Tweet Us: https://twitter.com/RobinsFCU - Follow us on Instagram: https://www.instagram.com/robinsfcu/ If you've found this video helpful: - Give it a thumbs up! - Subscribe to our channel - Share it with your friends
Régulation génique
 
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Régulation de l'expression génique chez les Eucaryotes.
Views: 39061 Chantal Proulx
What is PRIVATE PLACEMENT? What does PRIVATE PLACEMENT mean? PRIVATE PLACEMENT meaning
 
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What is PRIVATE PLACEMENT? What does PRIVATE PLACEMENT mean? PRIVATE PLACEMENT meaning - PRIVATE PLACEMENT definition - PRIVATE PLACEMENT explanation. Source: Wikipedia.org article, adapted under https://creativecommons.org/licenses/by-sa/3.0/ license. SUBSCRIBE to our Google Earth flights channel - https://www.youtube.com/channel/UC6UuCPh7GrXznZi0Hz2YQnQ Private placement (or non-public offering) is a funding round of securities which are sold not through a public offering, but rather through a private offering, mostly to a small number of chosen investors. PIPE (Private Investment in Public Equity) deals are one type of private placement. SEDA (Standby Equity Distribution Agreement) is also a form of private placement. They are often a cheaper source of capital than a public offering. Although these placements are subject to the Securities Act of 1933, the securities offered do not have to be registered with the Securities and Exchange Commission if the issuance of the securities conforms to an exemption from registrations as set forth in the Securities Act of 1933 and SEC rules promulgated thereunder. Most private placements are offered under the Rules known as Regulation D. Different rules under Regulation D provide stipulations for offering a Private Placement, such as required financial criteria for investors or solicitation allowances. Private placements may typically consist of offers of common stock or preferred stock or other forms of membership interests, warrants or promissory notes (including convertible promissory notes), bonds, and purchasers are often institutional investors such as banks, insurance companies or pension funds. Common exemptions from the Securities Act of 1933 allow an unlimited number of accredited investors to purchase securities in an offering. Generally, accredited investors are those with a net worth in excess of $1 million or annual income exceeding $200,000 or $300,000 combined with a spouse. Under these exemptions, no more than 35 non-accredited investors may participate in a private placement. In most cases, all investors must have sufficient financial knowledge and experience to be capable of evaluating the risks and merits of investing in a company.
Views: 293 The Audiopedia
Introduction de l'Automatique :Asservissement et régulation des systèmes linéaires
 
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une animation illustre le principe de régulation d'un chateau d'eau : http://www.wontu.fr/animation-chateau-d-eau. رابط الإلتحاق بقناتنا https://www.youtube.com/channel/UCsrSG-ikrbHtAPcZb2MWgCg?sub_confirmation=1
Views: 63317 EASY STUDY
Gene Regulation
 
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031 - Gene Regulation Paul Andersen explains how genes are regulated in both prokaryotes and eukaryotes. He begins with a description of the lac and trp operon and how they are used by bacteria in both positive and negative response. He also explains the importance of transcription factors in eukaryotic gene expression. Do you speak another language? Help me translate my videos: http://www.bozemanscience.com/translations/ All of the images are licensed under creative commons and public domain licensing: Bioinformatik, English: Jawahar Swaminathan and MSD staff at the European Bioinformatics InstituteDeutsch: Jawahar Swaminathan und MSD Mitarbeiter am Europäischen Institut für BioinformatikPlattdüütsch: Jawahar Swaminathan un de Lüüd von MSD an dat Europääsche Institut för. English: Cartoon Representation of the Molecular Structure of Protein Registered with 2nvw Code., [object HTMLTableCellElement]. English: http://www.ebi.ac.uk/pdbe-srv/view/images/entry/2nvw600.png, displayed on http://www.ebi.ac.uk/pdbe-srv/view/entry/2nvw/summary. http://commons.wikimedia.org/wiki/File:PDB_2nvw_EBI.jpg. DNA, n.d. http://openclipart.org/detail/58543/dna-by-kumar35885. "File:E Coli at 10000x, Original.jpg." Wikipedia, the Free Encyclopedia, November 13, 2013. http://en.wikipedia.org/w/index.php?title=File:E_coli_at_10000x,_original.jpg&oldid=478393073. "File:Glass of Milk on Tablecloth.jpg." Wikipedia, the Free Encyclopedia. Accessed December 1, 2013. http://en.wikipedia.org/wiki/File:Glass_of_milk_on_tablecloth.jpg. "File:Lac operon1.png." Wikipedia, the Free Encyclopedia. Accessed December 1, 2013. http://en.wikipedia.org/wiki/File:Lac_operon1.png. "File:Protein TBP PDB 1c9b.png." Wikipedia, the Free Encyclopedia. Accessed December 1, 2013. http://en.wikipedia.org/wiki/File:Protein_TBP_PDB_1c9b.png. "File:Ribosome mRNA Translation En.svg." Wikipedia, the Free Encyclopedia. Accessed December 1, 2013. http://en.wikipedia.org/wiki/File:Ribosome_mRNA_translation_en.svg. Forluvoft. Simple Cartoon of Transcription Termination, October 9, 2007. Own work. http://commons.wikimedia.org/wiki/File:Simple_transcription_termination1.svg. Intro Music Atribution Title: I4dsong_loop_main.wav Artist: CosmicD Link to sound: http://www.freesound.org/people/CosmicD/sounds/72556/ Creative Commons Atribution License
Views: 1139298 Bozeman Science
Mécanismes de régulation de la pression artérielle - SVT - Seconde - Les Bons Profs
 
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Comprendre les mécanismes de régulation de la pression artérielle en SVT Seconde.
Views: 140802 Les Bons Profs
la régulation de l'opéron lactose (Animation)
 
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Pour plus d'informations visitez notre Blog : http://lecoindesbiologistes.blogspot.com/ Retrouvez-nous sur Facebook . https://www.facebook.com/lecoindesbiologistes Vos suggestions (Articles, livres, cours,offre d'emploi, bourse d’étude.....) sont les bienvenues veuillez rejoindre notre groupe Facebook : https://www.facebook.com/groups/Lecoindesbiologistesgroupe
La Régulation de L'expression des gènes chez Les procaryotes
 
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Biologie Moléculaire/ La Régulation(1/6) : Régulation de L'expression des gènes chez Les procaryotes La régulation de l'expression des gènes comporte l'ensemble des mécanismes de régulations mis en œuvre pour passer de l'information génétique incluse dans une séquence d'ADN à un produit de gène fonctionnel (ARN ou protéine). Elle a pour effet de moduler, d'accroître ou de décroître la quantité des produits de l'expression des gènes (ARN, protéines). Toutes les étapes allant de la séquence d'ADN au produit final peuvent être régulées, que ce soit la transcription, la maturation des ARNm, la traduction des ARNm ou la stabilité des ARNm et protéines. La régulation de l'expression génique est indispensable pour que le métabolisme de la cellule soit en adéquation avec son environnement. Elles est également fondamentale pour la différenciation cellulaire, structurelle et fonctionnelle1, au cours de l'ontogenèse. Elle est responsable du fait que, bien que possédant toutes le même génome, les cellules d'un individu ne l'expriment pas de la même façon. Biologie moléculaire https://www.youtube.com/watch?v=XBvNkVVtgS8&list=PLSJJDllb2QRQ7Td26Pg3af0UZslaAO2X9 1/ LA REPLICATION https://www.youtube.com/watch?v=VYcqTjnM_zo&list=PLSJJDllb2QRSO2g7pUWi9PQHN66e2oE7o 2/ LA TRANSCRIPTION https://www.youtube.com/watch?v=HXsUYfac728&list=PLSJJDllb2QRTRHR6h-i0V3_sH7RU8g-R0 3/ LA TRADUCTION https://www.youtube.com/watch?v=PsHFtQPcRfI&list=PLSJJDllb2QRTSAsblF5Z4x637bMPiYskG 4/ LA REGULATION DE L'EXPRESSION GENETIQUE https://www.youtube.com/watch?v=nKmLITcgXpc&list=PLSJJDllb2QRSX7sZ_mSZXrLBulETmQ6I7 5/LES MECANISMES DE REPARATION DE L'ADN https://www.youtube.com/watch?v=z4ahsXFHcvI&list=PLSJJDllb2QRRV-xjlihqaSbQyqHAZ0MaM Immunologie https://www.youtube.com/watch?v=m-OPykVOc-Y&list=PLSJJDllb2QRRLmRaQcoFf4eW0ivznpBmA Physiologie des grandes fonctions https://www.youtube.com/watch?v=1LtWF6lX2b4&list=PLNPP3-SvG-Mi8MxKYrvjqsXbqmKBIF6Q8 1/ PHYSIOLOGIE CARDIOVASCULAIRE https://www.youtube.com/watch?v=1LtWF6lX2b4&list=PLNPP3-SvG-MgvBfALCsPNmmWY7SpxkK5N 2/ APPAREIL RESPIRATOIRE https://www.youtube.com/watch?v=k6fvu-36hg8&list=PLNPP3-SvG-MhrQE54zet8b4nQL62ZFCwx 3/ APPAREIL DIGESTIF https://www.youtube.com/watch?v=5EC4ff0WnpY&list=PLNPP3-SvG-MiDAKNwbP2BH-rptpnifaH5 4/ PHYSIOLOGIE RENALE https://www.youtube.com/watch?v=abeaPz_U5DM&list=PLNPP3-SvG-MgKyv_NNWKWPiI1eAnqorv9 5/ ANATOMIE https://www.youtube.com/watch?v=VzUlmR0TJ6A&list=PLNPP3-SvG-MjEOkHm5lp-pcRJIW-kBLuB #PHYSIOLOGIE_ANIMALE https://www.youtube.com/watch?v=1LtWF6lX2b4&list=PLNPP3-SvG-MhEHilGTSug_mahw2lpxURF Biologie cellulaire https://www.youtube.com/watch?v=Gvg4_VAzT4A&list=PLSJJDllb2QRSJhvyAPQEoEFsrnQgAAUxt Histologie Des Tissus https://www.youtube.com/watch?v=hFi3Ky85rMc&list=PLSJJDllb2QRRVuKZJSATKLBj8upt-3Ej_ Les Système Nerveux https://www.youtube.com/watch?v=IIlDDMc54jU&list=PLSJJDllb2QRTcwKRSxTe9d1jIER-DfUf7 Les Tissus Musculaire https://www.youtube.com/watch?v=eOwJ6as2jes&list=PLSJJDllb2QRTqkPg-ByS8bC9W3Na0iblC Microbiologie https://www.youtube.com/watch?v=IynyuoJ1Z-s&list=PLSJJDllb2QRQAs-F1k0yBzgpQy216AGdK Techniques chimiques biologiques https://www.youtube.com/watch?v=bCiUi2fkcSM&list=PLSJJDllb2QRRQkuKkRCOXVGnKQDjhfYa3 Biochimie https://www.youtube.com/watch?v=maXzcB4tNJg&list=PLSJJDllb2QRSBOK-cavf4nt0Grn6uDsqN 1/ LES GLUCIDES https://www.youtube.com/watch?v=maXzcB4tNJg&list=PLSJJDllb2QRSf2-HHz4dv2ic7nZl20POI 2/ LES ACIDES_AMINES https://www.youtube.com/watch?v=rQM43qerggA&list=PLSJJDllb2QRSu2nQTgT8WAwbz4XVfFqkt 3/ LES PROTEINES https://www.youtube.com/watch?v=Yz_IYXmPjDk&list=PLSJJDllb2QRQj7vgO-YWuNJ11Kg5Om6dc 4/ LES LIPIDES https://www.youtube.com/watch?v=Spr1MqoVmEM&list=PLSJJDllb2QRT4ZND_DmlW7zTEU4-Du1Ez 5/ LES ACIDES NUCLEIQUES https://www.youtube.com/watch?v=R-fpsWGkrVE&list=PLSJJDllb2QRQAMA49-H6_EXMSO_eWR9iv Enzymologie https://www.youtube.com/watch?v=csnTh13-vpk&list=PLSJJDllb2QRTmBzvfNVQMyqDG3opoA34P Physiologie Animale https://www.youtube.com/watch?v=IIlDDMc54jU&list=PLSJJDllb2QRQ1umvN4zxv5bXxQdFjYfR_ N'oubliez pas de vous abonner mes chaînes sur Youtube https://www.youtube.com/channel/UC_RPJiZLM440RMpVCnx0tnQ https://www.youtube.com/channel/UC74Zx2MK0bfzXC_cB1spgRQ Notre page sur Fcaebook https://web.facebook.com/biologie2020/?ref=bookmarks
Views: 35760 world of biology
506(c) Exemption
 
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506(c) Exemption- Today is the continuation of a Lawcast series discussing Rule 506 of Regulation D including the difference between a traditional 506(b) offering and a 506(c) offering that allows general solicitation and advertising. In prior Lawcasts in this series I have been drilling down on the question of what constitutes general solicitation and advertising for purposes of determining whether particular solicitations would require a company to rely on Rule 506(c) as opposed to 506(b) in connection with their offering. High Level 506(c) Exemptions- Today, I’m going to backtrack a little and explain the overall high level 506(c) exemption. A Rule 506(c) offering has no limit on the offering amount. Moreover, there is no limit on the number of 506(c) offerings a company can engage in – a company can even engage in ongoing perpetual 506(c) offerings for years at a time. In a 506(c) offering, the company, or persons acting on the company’s behalf, such as a broker dealer or registered investment advisor, may engage in general solicitation and advertising of an offering as long as sales are strictly limited to accredited investors. Moreover, the company must take extra reasonable steps to verify the investor’s accredited status – the investor cannot merely check a box or self-verify. In addition, all conditions of Rules 501 and 502(a) and (d) must be satisfied in a 506(c) offering. Rule 501 is the definition section of Regulation D and includes a definition of “accredited investor”. Rule 502(d) provides that securities sold in a Regulation D offering are restricted under Rule 144. Rule 502(a) is the integration Rule. Basically, where two or more offerings are integrated, all the requirements to satisfy the exemption for each offering must be met, or the exemption will be lost for both. For example, a Rule 504 offering is limited to $1million in any 12 month period, generally allows solicitation and does not require that investors be accredited, whereas a Rule 506(c) offering has no dollar limit, allows solicitation but is strictly limited to accredited investors. If a company completed concurrent Rule 504 and 506(c) offerings that were deemed integrated, both exemptions would likely be lost and a rescission offering would be necessary. That is, if the Rule 506(c) offering was integrated with the Rule 504 offering, the dollar amount raised would be in excess of the Rule 504 $1 million limit destroying the Rule 504 exemption. Also, the Rule 506 exemption would be destroyed because there would likely be unaccredited investors, and a lack of accredited investor verification from the prior Rule 504 offering. The same integration issue would be a problem if a 506(b) offering that sold to 35 unaccredited investors and lacked accredited investor verification was integrated with a prior or subsequent 506(c) that engaged in solicitation and advertising. To assist in analyzing integration, Rule 502(a) provides a six month safe harbor from integration for successive Regulation D offerings and sets out a five-factor fact test analysis which can be used if the six-month rule is not available. The 5 factor test including an analysis of: 1. are the offerings part of a single plan of financing; 2. do the offerings involve the issuance of the same class of securities; 3. are the offerings made at or about the same time; 4. will the company receive the same type of consideration in the offerings (such as cash vs. employee services); and 5. are the offerings made for the same general purpose – i.e. use of proceeds. Laura Anthony, Esq. Founding Partner Legal & Compliance LLC. 330 Clematis Street, Ste. 217 West Palm Beach, FL 33401 Phone: Toll Free: (800) 341-2684 FREE Local: (561) 514-0936 Email: [email protected] #LawCast
*Startup JOBS Act: Regulation D 506 (c) - Expert RossBlankenship.com
 
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http://goo.gl/sDnNq9 | Expert on Regulation D 506 c of the JOBS Act, including a review of crowdfunding sites and how the SEC is changing the rules on equity/startup investments. Ross Blankenship, expert on venture capital and the JOBS Act (http://rossblankenship.com) describes who accredited investors are, how the JOBS act and Regulation D 506 (c) works, and analyzes the trend of crowdfunding startups in America. Included are tips on the rule 506 accredited investor definition SEC's questionnaire for crowdfunding sites, and how solicitation is allowed under these new rules. Along with this expert on the Regulation D 506 c and JOBS Act of 2012 are the following answers: What's rule 506 accredited investor definition? What is allowed for the Regulation D 506 c and Crowdfunding? How can startups raise money, legally, under this new rule? What does the rule 506 questionnaire look like? Learn more about investing in startups and the JOBS act, by visiting, http://angelkings.com/startups
What is REGULATION Q? What does REGULATION Q mean? REGULATION Q meaning, definition & explanation
 
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What is REGULATION Q? What does REGULATION Q mean? REGULATION Q meaning - REGULATION Q definition - REGULATION Q explanation. SUBSCRIBE to our Google Earth flights channel - https://www.youtube.com/channel/UC6UuCPh7GrXznZi0Hz2YQnQ Source: Wikipedia.org article, adapted under https://creativecommons.org/licenses/by-sa/3.0/ license. Regulation Q (12 CFR 217) is a Federal Reserve regulation which sets out capital requirements for banks in the United States. The current version of Regulation Q was enacted in 2013. From 1933 until 2011, an earlier version of Regulation Q imposed various restrictions on the payment of interest on deposit accounts. During that entire period, it prohibited banks from paying interest on demand deposits. From 1933 until 1986 it also imposed maximum rates of interest on various other types of bank deposits, such as savings accounts and NOW accounts. That version of Regulation Q no longer exists; all its remaining aspects, such as the type of entities that may own or maintain interest-bearing NOW accounts, were incorporated into Regulation D. As a result of Section 11 of the Banking Act of 1933, Regulation Q was promulgated by the Federal Reserve Board on August 29, 1933. In addition to prohibiting the payment of interest on demand deposits (a prohibition that the act also wrote into the Federal Reserve Act (12 U.S.C.371a) as Section 19(i)), it was also used to impose interest rate ceilings on various other types of bank deposits, including savings and time deposits. The motivation for the deposit interest restrictions was the perception that the bank failures of the early 1930s, during the first part of the Great Depression, had been caused in part by excessive bank competition for deposit funds, driving down the margin between lending rates and borrowing rates and encouraging overly speculative investment behavior on the part of large banks. As interest rates in general rose during the 1950s, banks felt increasing incentive to work around the interest ceilings by competing on the basis of convenience features such as multiple branch banks and on the basis of pecuniary features such as loan interest rate discounts that were tied directly to deposit account balances. A more direct challenge was the creation of NOW accounts, which were structured to effectively be the equivalent of interest-bearing demand deposits but to technically avoid being demand deposits. Congress legalized these for Massachusetts and New Hampshire in 1974, the rest of New England in 1976,:pp.3–4 and nationwide on December 31, 1980. The imposed cap on savings deposit interest rates also encouraged the emergence of alternatives to banks, including money market funds. As a result of these challenges to interest rate ceilings, Congress permitted the creation of new types of flexible-interest bank accounts, including money market accounts as of December 14, 1982. Regulation Q ceilings for savings accounts and all other types of accounts except for demand deposits were phased out during the period 1981–1986 by the Depository Institutions Deregulation and Monetary Control Act of 1980; as of March 31, 1986, all interest rate ceilings had been eliminated except for the ban on demand deposit interest, which was then the only remaining substantive component of Regulation Q. The Regulation Q prohibition of interest-bearing demand deposit accounts was effectively repealed by the Dodd–Frank Wall Street Reform and Consumer Protection Act of 2010 (Pub. L. 111-203 §627). Beginning July 21, 2011, financial institutions have been allowed, but not required, to offer interest-bearing demand deposits. Regulation Q has been cited as a tool for contributing to financial repression.
Views: 80 The Audiopedia
The Fed Explains Bank Supervision and Regulation
 
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Healthy banks and healthy economies go hand in hand. The latest in the Atlanta Fed’s animated video series explains how the Federal Reserve ensures banks are doing business safely and providing fair and equitable services to their communities.
Views: 23401 AtlantaFed
What is Regulation S?
 
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What is Regulation S? | Ahpaly Coradin | Coradin Law P.A. | Committed to Excellence | Contact Us | +1-305-714-9532 | http://coradinlaw.com/ | 200 South Biscayne Blvd, Suite 2790, Miami, FL 33131
Views: 946 Coradin Law P.A.
What Is Regulation D?
 
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It also limits the number of preauthorized withdrawals and transfers from a savings account or money market 2 dec 2009 under securities act 1933, any offer to sell must either be registered with sec meet an exemption. Regulation d fee disclosure rtp federal credit union. Regulation d (frb) wikipediaregulation offerings. United states what is the purpose of 'regulation d' personal regulation d? Pine tree community credit union. Reg d is a federal regulation that limits the number and type of withdrawals from savings, additional savings or money market places monthly limit on transfers you may make your share accounts (mmas) d1regulation imposes reserve requirements certain deposits other liabilities depository 28 dec 2016 this description should not be interpreted as comprehensive statement. What is regulation d? Workers credit union. What is regulation d? Navy army ccufrb d compliance guide. Regulation d is outdated debit versus credit. Googleusercontent search. Regulation d places a monthly limit on the number of transactions you may make from your savings accounts regulation applies to all financial institutions. What is regulation d elevations credit union. What is regulation d lbsfcucredit union of denver. Regulation d (frb) wikipedia regulation wikipedia en. Regulation d is a federal regulation which places certain limits on the number of transfers or withdrawals members can make what d? Click here for information this government that affects your savings accounts. Rather, it is intended to give a broad overview of the 19 feb 2015 i received notice in mail saying that recently exceeded federal regulation d withdrawal limit on my savings account. Regulation d places a monthly limit on the number of transactions you may make from your savings accounts what is regulation (reg d)? . What is regulation d? Regulation d ( reg ) a federal law that limits the number of transfers and withdrawals you can i decided to do some research after this fiasco learn more about has caused me so much grief. Regulation d reg investopedia. 204, regulation d) is a federal reserve regulation which sets out reserve requirements for banks in the united states. Regulation d withdrawal limit and how does it aff regulation ( reg ) faqs. Reg d allows usually smaller companies to raise capital through the sale of equity or debt securities without having register their with sec regulation applies all financial institutions. Savings accounts are not factored into that regulation d. Under regulation d (reg d) is a federal law that limits the number of transfers and withdrawals you can make from an interest bearing account (regular savings. It's called regulation d and it can the credit union is required to follow regulations set forth by federal reserve bank. Regulation d governs the amount of reserves that a financial institution regulation helps regulate money has on hand at any particular time. Faqs accessing your 10 aug 2016 regulation d is a federal that limits the num
SEC Rule 506 C
 
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SEC Reg D Rule 506 C [email protected] This covers the new Reg D, Rule 506 C, not old Rule 506. Now advertising is allowed for 506 C offerings, Under the pre-existing rules, advertising is not allowed under old 506, now known as 506 B. Changes to SEC Rule 506 permit you to use general solicitation and general advertising to offer your securities, IF . . . You take reasonable, documented steps to verify that the investors are accredited investors and all buyers are accredited investors under Regulation D, Rule 501 or you reasonably believe that the investors fall within one of the categories at the time of the sale of the securities Definition of Accredited. Under Rule 501, a person is an accredited investor if he or she has either: has an individual net worth or joint net worth with a spouse that exceeds $1 million at the time of the purchase, excluding the value (and any related indebtedness) of a primary residence, or individual annual income over $200,000 in the two most recent years or a joint annual income with a spouse over $300,000 for those years, and a reasonable expectation of the same in the current year. The determination of the reasonableness of the steps taken to verify an accredited investor is an objective assessment by an issuer. You must consider the facts and circumstances of each purchaser and the transaction. The rule provides a non-exclusive list of methods that issuers may use to verify the requirement for individuals, including: Accredited Investor Income Verification, Reviewing copies of any IRS form that reports the income of the purchaser and obtaining a written representation that the purchaser will likely continue to earn the necessary income in the current year, or written confirmation from a broker, SEC registered investment adviser, licensed attorney, or CPA that they have taken reasonable steps to verify the purchaser's accredited status. Old 506 is now 506 B. The existing provisions of the old Rule 506 as a separate exemption are not affected by the final 506 C rule Old 506 Now 506 B You can still do 506 offerings without the use of general solicitation or advertising and you are not subject to the new verification rule. This is now called 506 B You must file a Form D with the SEC giving basic information on the offering No Limits on Funding. In a 506 C you can raise an unlimited amount of money Persons associated with the issuer with a history of certain violations may be disqualified or these may have to be disclosed, "Bad Boys." The company should verify that none of the insiders fall into these "bad boy" provisions State regulations, other then anti-fraud, are pre-empted but you may need to file a Form D in some states Questions -- email me at [email protected] Securities-Law.info (240) 200-4529 Get the Data You Need Subscribe to my blogs Www. Reverse-merger.info Www. Go-public. Info Get my books on Amazon.com Disclaimer This is not legal or investment advice of any kind. Seek competent advice from qualified attorneys and investment bankers. Your situation may vary. The more you know about finance and business, the more you can profit
Views: 1425 John Lux
Metabolism & Nutrition, part 1: Crash Course A&P #36
 
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Metabolism is a complex process that has a lot more going on than personal trainers and commercials might have you believe. Today we are exploring some of its key parts, including vital nutrients -- such as water, vitamins, minerals, carbs, fats, and proteins -- as well as how anabolic reactions build structures and require energy, while catabolic reactions tear things apart and release energy. Anatomy of Hank Poster: http://store.dftba.com/products/crashcourse-anatomy-and-physiology-poster -- Table of Contents Water, Vitamins, Minerals, Carbs, Fats and Proteins 3:47 Anabolic Reactions Build Structures and Require Energy 2:59 Catabolic Reactions Tear Things Apart and Release Energy 3:17 Metabolism 2:30 *** Crash Course is on Patreon! You can support us directly by signing up at http://www.patreon.com/crashcourse Thanks to the following Patrons for their generous monthly contributions that help keep Crash Course free for everyone forever: Mark , Elliot Beter, Moritz Schmidt, Jeffrey Thompson, Ian Dundore, Jacob Ash, Jessica Wode, Today I Found Out, Christy Huddleston, James Craver, Chris Peters, SR Foxley, Steve Marshall, Simun Niclasen, Eric Kitchen, Robert Kunz, Avi Yashchin, Jason A Saslow, Jan Schmid, Daniel Baulig, Christian , Anna-Ester Volozh -- Want to find Crash Course elsewhere on the internet? Facebook - http://www.facebook.com/YouTubeCrashCourse Twitter - http://www.twitter.com/TheCrashCourse Tumblr - http://thecrashcourse.tumblr.com Support Crash Course on Patreon: http://patreon.com/crashcourse CC Kids: http://www.youtube.com/crashcoursekids
Views: 1210899 CrashCourse
TRANSFORMER #50  - Voltage Regulation of Transformer ( Part 1 ) -  Definition
 
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Let us understand what is the voltage regulation of the transformer, we will see the basic definition.
Views: 32 Varun D Nair
Gene Regulation and the Order of the Operon
 
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Explore gene expression with the Amoeba Sisters, including the fascinating Lac Operon found in bacteria! Learn how genes can be turned "on" and "off" and why this is essential for cellular function. Check out our FREE video handouts on http://www.amoebasisters.com/handouts! Support us on Patreon! http://www.patreon.com/amoebasisters Our FREE resources: GIFs: http://www.amoebasisters.com/gifs.html Handouts: http://www.amoebasisters.com/handouts.html Comics: http://www.amoebasisters.com/parameciumparlorcomics Connect with us! Website: http://www.AmoebaSisters.com Twitter: http://www.twitter.com/AmoebaSisters Facebook: http://www.facebook.com/AmoebaSisters Tumblr: http://www.amoebasisters.tumblr.com Pinterest: http://www.pinterest.com/AmoebaSister­s Instagram: https://www.instagram.com/amoebasistersofficial/ Visit our Redbubble store at http://www.amoebasisters.com/store.html The Amoeba Sisters videos demystify science with humor and relevance. The videos center on Pinky's certification and experience in teaching science at the high school level. Pinky's teacher certification is in grades 4-8 science and 8-12 composite science (encompassing biology, chemistry, and physics). Amoeba Sisters videos only cover concepts that Pinky is certified to teach, and they focus on her specialty: secondary life science. For more information about The Amoeba Sisters, visit: http://www.amoebasisters.com/about-us.html We cover the basics in biology concepts at the secondary level. If you are looking to discover more about biology and go into depth beyond these basics, our recommended reference is the FREE, peer reviewed, open source OpenStax biology textbook: https://openstax.org/details/books/biology We take pride in our AWESOME community, and we welcome feedback and discussion. However, please remember that this is an education channel. See YouTube's community guidelines https://www.youtube.com/yt/policyandsafety/communityguidelines.html and YouTube's policy center https://support.google.com/youtube/topic/2676378?hl=en&ref_topic=6151248. We also reserve the right to remove comments with vulgar language. Music is this video is listed free to use/no attribution required from the YouTube audio library https://www.youtube.com/audiolibrary/music?feature=blog We have YouTube's community contributed subtitles feature on to allow translations for different languages. YouTube automatically credits the different language contributors below (unless the contributor had opted out of being credited). We are thankful for those that contribute different languages. If you have a concern about community contributed contributions, please contact us.
Views: 523285 Amoeba Sisters
Homeostasis and Negative/Positive Feedback
 
06:24
Explore homeostasis with the Amoeba Sisters and learn how homeostasis relates to feedback in the human body. This video gives examples of negative feedback (temperature and blood glucose regulation) and positive feedback (events in childbirth). Handout available here: http://www.amoebasisters.com/handouts See table of contents below 👇 Table of Contents: Intro to Homeostasis 0:21 Negative Feedback (and how this keeps homeostasis) 1:50 Positive Feedback 4:05 Support us on Patreon! http://www.patreon.com/amoebasisters Our FREE resources: GIFs: http://www.amoebasisters.com/gifs.html Handouts: http://www.amoebasisters.com/handouts.html Comics: http://www.amoebasisters.com/parameciumparlorcomics Connect with us! Website: http://www.AmoebaSisters.com Twitter: http://www.twitter.com/AmoebaSisters Facebook: http://www.facebook.com/AmoebaSisters Tumblr: http://www.amoebasisters.tumblr.com Pinterest: http://www.pinterest.com/AmoebaSister­s Instagram: https://www.instagram.com/amoebasistersofficial/ Visit our Redbubble store at http://www.amoebasisters.com/store.html The Amoeba Sisters videos demystify science with humor and relevance. The videos center on Pinky's certification and experience in teaching science at the high school level. Pinky's teacher certification is in grades 4-8 science and 8-12 composite science (encompassing biology, chemistry, and physics). Amoeba Sisters videos only cover concepts that Pinky is certified to teach, and they focus on her specialty: secondary life science. For more information about The Amoeba Sisters, visit: http://www.amoebasisters.com/about-us.html We cover the basics in biology concepts at the secondary level. If you are looking to discover more about biology and go into depth beyond these basics, our recommended reference is the FREE, peer reviewed, open source OpenStax biology textbook: https://openstax.org/details/books/biology We take pride in our AWESOME community, and we welcome feedback and discussion. However, please remember that this is an education channel. See YouTube's community guidelines https://www.youtube.com/yt/policyandsafety/communityguidelines.html and YouTube's policy center https://support.google.com/youtube/topic/2676378?hl=en&ref_topic=6151248. We also reserve the right to remove comments with vulgar language. Music is this video is listed free to use/no attribution required from the YouTube audio library https://www.youtube.com/audiolibrary/music?feature=blog We have YouTube's community contributed subtitles feature on to allow translations for different languages. YouTube automatically credits the different language contributors below (unless the contributor had opted out of being credited). We are thankful for those that contribute different languages. If you have a concern about community contributed contributions, please contact us.
Views: 414016 Amoeba Sisters
The Quadrant Bioscience Story
 
02:42
Important Disclosure: The Quadrant security token offering will be open only to (i) "accredited investors" (as defined in Rule 501 of Regulation D under the U.S. Securities Act of 1933, as amended (the “Securities Act”) and (ii) outside the United States to persons other than "U.S. persons” (as defined in Regulation S under the Securities Act). This security token offering is being conducted pursuant to an exemption from the registration requirements of the Securities Act in accordance with Rule 506(c) of Regulation D. For more information, visit www.quadranttoken.com.
What Is Regulation A?
 
00:46
The sec has recently amended regulation a in order to create new exemption from registration under the securities act, as mandated by jumpstart our business startups (jobs) enhance ability of smaller companies raise money 1 nov 2016 offerings have outpaced past rate activity2016, prospective issuers publicly filed offering united states act 1933, any offer sell must either be registered with and exchange (or reg ) is way capital created commission (sec). What is regulation a? Definition and meaning investor words. The regulation a exemption accountingtools. Govwhat is regulation a? What a? 360 sports, inc what Locavesting. A primer on sec regulation a what is reg ? Regulation now everyone can invest in your startup forbes. Regulations are enforced usually by a regulation. It's a new kind of 'ipo lite' that could be 3 jan 2017 regulation is simply legal process allowing companies to file registration statement with the sec in turn can used sell debt or law rule based on and meant carry out specific piece legislation (such as for protection environment). Regulation a is one of the sec's least used exemptions from full 7 sep 2016 new reg amendments to regulation equity crowdfunding rules allow up $50m capital raising under jobs act primer on sec nickname for a, as amended by in march 2015. Reg a of title iv the jobs act is type offering which allows private companies to raise up $50 million from public. Effective march 25, 2015, sec rules allow what is regulation a ? . New reg a equity crowdfunding rules fix regulation. What is title iv regulation a crowdfunder bloga offering. Regulation a, ipo, jobs act regulation a ipo or the mini ipo; Remarkably effective and what is regulation? Definition meaning businessdictionary legal definition of. Like an 25 mar 2015 which regulation d (which includes rule 506) provides for private offerings. This approach is used when a. A rule of order having the force law, prescribed by a superior or competent authority, relating to actions those under authority's control definition regulation an sec that governs offerings $1500000 less, which qualify for simplified registration 13 may 2017 allows limited amount fund raising in exchange reduced reporting requirements. Regulation a investopedia regulation investopedia terms r regulationa. Gov regulation a what do we know so far? Sec. Jurisdictions with the new regulation a, sec is creating an intermediate capital formation step on road to going public. Regulation a is exemption from registration requirements instituted by the securities act that apply to public offerings of do not exceed $5 million in any one year period 8 jul 2015 investor bulletin regulation. Regulation a investopediasec. Reg a has 20 jun 2015 on june 19, 2015, the securities and exchange commission's (sec) recently adopted rule amendments to regulation under 19 for past 80 years only accredited investors, meaning individuals who make over $200000 in income or have $1 million assets what steps do i n
What's a Security? (vs a Utility token)
 
14:01
An overview of Securities, as I understand the topic. Covers the SEC Chairman Jay Clayton's comments to the Senate, Security Act of 1933, the Howey Test, and Private Placements or Regulation D. Let me know if anything is missing or misrepresented. I'm not a lawyer. This is not financial or legal advice. Presentation slides: https://docs.google.com/presentation/d/1uH1M1_vJgbOQ8jtFNIs7RwyZhYBrO612-bMm9A8EGIY/edit?usp=sharing =========================== #sellout Ledger Nano S is the hardware wallet I use and recommend: https://ledgerwallet.com/r/c241 Recommended Exchanges - Coinbase: http://coinbase.com/join/59ebf3c17be1... - Binance: https://www.binance.com/?ref=15811261 Twitch: https://www.twitch.tv/HardlyDifficult Twitter: http://twitter.com/HardlyDifficult BTC tips: 39snHpp9jDgs9BP5eY7v8y43GgtBxuuFxd ETH tips: 0x7A23608a8eBe71868013BDA0d900351A83bb4Dc2
Views: 2635 Hardly Difficult
The European Union Explained*
 
05:51
CGPGrey T-Shirts: http://dftba.com/product/10m/CGP-Grey-Logo-Shirt Help support videos like this: http://www.cgpgrey.com/subbable Twitter: https://twitter.com/cgpgrey Tumblr: http://cgpgrey.tumblr.com/ G+: https://plus.google.com/115415241633901418932/posts
Views: 6839248 CGP Grey
Why most ICOs do not allow Americans to Invest
 
11:23
A quick video giving you some non-technical reasons why many ICOs do not allow American participation. I will also show you how to bypass their method of regulation so you can participate from any location. Definition of an accredited investor in the US: In the United States, to be considered an accredited investor, one must have a net worth of at least $1,000,000, excluding the value of one's primary residence, or have income at least $200,000 each year for the last two years (or $300,000 combined income if married) and have the expectation to make the same amount this year. The term "accredited investor" is defined in Rule 501 of Regulation D of the U.S. Securities and Exchange Commission (SEC)
Views: 6972 Marc Mckirahan
Regulation A Exemptions
 
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http://thebusinessprofessor.com/regulation-a-exemption/ Regulation A Exemptions
Views: 208 Jason Mance Gordon
Epigenetics
 
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Hank & his clone Circus Hank explain the power of epigenetics, which studies the factors that determine how much or whether some genes are expressed in your body. Like SciShow on Facebook! http://www.facebook.com/scishow Follow SciShow on Twitter! http://www.twitter.com/scishow More SciShow! Solar Energy - http://youtu.be/4uPVZUTLAvA Foldit Gamers FTW - http://youtu.be/JdBcpdH_ptA
Views: 1820913 SciShow
DNA, Hot Pockets, & The Longest Word Ever: Crash Course Biology #11
 
14:08
Hank imagines himself breaking into the Hot Pockets factory to steal their secret recipes and instruction manuals in order to help us understand how the processes known as DNA transcription and translation allow our cells to build proteins. Crash Course Biology is now available on DVD! http://dftba.com/product/1av/CrashCourse-Biology-The-Complete-Series-DVD-Set Like CrashCourse on Facebook! http://www.facebook.com/YouTubeCrashCourse Follow CrashCourse on Twitter! http://www.twitter.com/TheCrashCourse Table of Contents: 1) Transcription 2:12 A) Transcription Unit 3:00 B) Promoter 3:10 C) TATA Box 3:32 D) RNA Polymerase 4:12 E) mRNA 4:15 F) Termination signal 5:21 G) 5' Cap & Poly-A Tail 5:34 2) RNA Splicing 6:08 A) SNuRPs & Spliceosome 6:26 B) Exons & Introns 6:56 3) Translation 7:28 A) mRNA & tRNA 8:01 B) Triplet Codons & Anticodons 8:39 4) Folding & Protein Structure 10:51 A) Primary Structure 11:11 B) Secondary Structure 11:23 C) Tertiary Structure 11:58 D) Quaternary Structure 12:44 Links to episodes referenced in the video: DNA structure episode: http://www.youtube.com/watch?v=8kK2zwjRV0M Animal cells episode: http://www.youtube.com/watch?v=cj8dDTHGJBY Fold-it SciShow episode: http://www.youtube.com/watch?v=JdBcpdH_ptA REFERENCES for this video can be found in the Google document here: http://dft.ba/-2mxX This video contains the following sounds from Freesound.org: "IMPresora.wav" by melack "swishes.wav" by pogotron tags: crashcourse, science, biology, DNA, titin, hot pocket, transcription, translation, gene, RNA, enzyme, transcription unit, adenine, thymine, cytosine, guanine, TATA box, DNA strand, mRNA, messenger RNA, RNA polymerase, uracil, termination signal, RNA splicing, SNuRPs, spliceosome, exons, introns, ribosome, tRNA, transfer RNA, amino acid, nitrogenous base, codon, anticodon, polypeptide chain, folding, helix, pleated sheets, protein biosynthesis, gene expression Support CrashCourse on Subbable: http://subbable.com/crashcourse
Views: 3435708 CrashCourse
Warren G - Regulate ft. Nate Dogg
 
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Music video by Warren G performing Regulate. (C) 1994 The Island Def Jam Music Group
Views: 164191800 WarrenGVEVO
Security Token Essentials : SEC compliance rules
 
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Hi, I am Dave Young from Cryptovest with another informational video on Security Tokens and what comes next. Before we go looking deeper into the many parts of the upcoming security market that looks to explode, to understand the players, the markets, the trends, it is quite essential to understand the basic SEC compliance rules and classifications . It is easy to take the next new platform’s whitepaper, telling you how easy they will make compliance but to understand the market, you need to know the underlying rules or the safe harbors. What are the four categories that a Security Token can choose from ? Regulation D - making the offering exempt from registration Regulation S - excluding the offering from US Regulations A+ - get registered with SEC for up to $ 50 million Regulation Crowd Fund - which is capped at $ 1.07 million And if you want you could have a hybrid of D + S for US and other markets. Regulation D - 504 or 506c - allowing you to talk to US investors without SEC registration and approval 504 - gives you exemption from SEC registration as long as you keep the annual figure raised below $ 5 million. So not too relevant for the new Securities Market on a grand scale. Investors will also be locked in for a minimum of 1 year. 506c - an exemption if you only deal with accredited investors which in simple terms means high value/high earning individuals worth over a million dollars. Again, investors are locked in for a minimum of 1 year. Even though the above might get SEC off your back, don’t forget that any state authorities might also have their own specific rules and come gunning for you, even if you are not registered there. If you take a look at the recent black comedy with Kraken Exchange calling New York State authorities a jilted lover, as they were still chasing them even after they deregistered and moved away, you can get a feel of the problems of zealous state regulators. Regulation S - don’t deal with Americans! If you have invested in ICOs, you are probably familiar with this, with the stringent KYC procedures to back it up but also you need to be showing active blocking of channels reaching US, ip filters etc. Of course if you chosing this option for Security Tokens you would need to pick a jurisdiction with good regulation or no-one is going to gamble their money just to get those elusive advantages. Regulation A+ - long procedure up to $ 50 million This is a lengthy procedure that requires a two year IPO-level CPA audit, many ICOs have previously applied for this but not many have achieved it. If achieved the tokens are not locked down for a year period. At present Prometheum are applying for approval for a $ 50 million ICO to launch a ICO trading platform and Gab are applying for permission to run a STO under the framework for a social network offering, also in the system is dexCoin (a decentralized competitor to uber), Mandala, a digital asset exchange, So hopefully you understand the basics a bit more and what a minefield dealing with regulations can be compared to the looser format of ICOs that has encouraged rapid growth, some explosive returns and many scams.
Views: 66 Cryptovest
What Does Regulation B Mean?
 
00:45
Regulation b investopedia. Equal credit opportunity act wikipedia. Regulation b fdic law, regulations, related acts consumer equal credit opportunity act. Asp url? Q webcache. Regulation b investopediacfpb consumer laws and regulations ecoa consumerfinance. 7(d)(5) of regulation b provides that if an applicant does not qualify thus, the fcra definition not only specifically includes the ecoa definition but regulation b does not prohibit delivery of an adverse action notice to each 30 jun 2016 this commentary is the means by which the bureau of consumer regulation b generally does not apply to lending activities that occur ecoa and regulation b. All lenders are required to comply with regulation b under the consumer credit protection act. When originally enacted, ecoa gave the federal reserve board responsibility for prescribing implementing regulation equal credit opportunity act (ecoa) of 1974, which is or other means to discourage minority applicants does not have intent effect discrimi she can. Part 1002 equal credit opportunity act (regulation b). A new look at an old regulation hunton & williams llp. Regulation b is a regulation intended to prevent discrimination against applicants for consumer credit. The equal credit opportunity act (ecoa) is a united states law enacted 28 october 1974, that she then told the other committee members, 'knowing members composing this as well i do, i'm sure it was just an oversight 22 aug 2010 and regulation b summary added to federal consumer may provide by electronic means disclosures notices required does not apply lending activities occur outside. Frontenac's contention that the ecoa does not extend to spousal guarantees. The ecoa has two principal theories of application means an oral or written request for extension credit made in is a judgmental system (including any scoring that does not 7 jan 2015 the cfpb's examination manual regarding states and bureau did expand definition to regulations implement ecoa, transaction every aspect applicant's dealings with union regulation b also requires unions do following 25 mar 2016 supreme court's one sentence per curiam opinion reveal plaintiffs relied upon ''applicant,'' however, ecoa's def inition applicant include guarantors. Googleusercontent search. What is the definition of application? Mortgage compliance fair lending guide ncua. Regulation b investopedia terms r regulation. Loan guarantors are not ''applicants'' under ecoa, equally divided does the equal credit opportunity act apply to spousal act, regulation b, and slu law. Fair lending regulations and statutes regulation b (equal credit polsinelli. The equal credit opportunity act and regulation b. Wiki equal credit opportunity act (ecoa) regulation b. Federal or state law dwelling means a residential structure that contains one to four under the consumer credit protection act. The sixth circuit, relying on regulation b's definition of applicant that includes alters the ecoa's to explicitly include gu
Monarch Token: The Complete Payment Solution
 
26:35
https://MonarchToken.io Download the Latest Mobile and Desktop Application here: https://monarchtoken.io/#download https://t.me/MonarchToken This video is for informational purposes only and does not constitute an offer or solicitation to invest in tokens nor does it constitute an offer or solicitation to sell tokens or any other securities of Monarch Blockchain Corporation. Any such offer or solicitation would be made only by means of a private placement memorandum or other offering materials and in accordance with the terms of all applicable securities and other laws. The offer of tokens will be made within the United States, only to investors who (i) qualify as accredited investors as defined in Rule 501 of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”), and (ii) have been verified as accredited investors, as so defined, pursuant to Rule 506(c) of Regulation D under the Securities Act. A concurrent offering may be conducted outside of the United States, pursuant to Regulation S under the Securities Act, to investors who are not U.S. persons, as defined therein. Neither tokens nor any other securities of Monarch Blockchain Corporation have been registered or qualified for sale in the United States or in any other jurisdiction. Any distribution of tokens or other securities of Monarch Blockchain Corporation in the United States will be made only on a private placement basis exempt from the requirement that Monarch Blockchain Corporation prepare and file a prospectus with the applicable securities regulatory authorities. Accordingly, transfers of those securities will be restricted and must comply with applicable law. Monarch Blockchain Corporation is not a reporting issuer in the United States and its securities are not listed on any stock exchange in the United States, and there is currently no public market for the securities in the United States. Monarch Blockchain Corporation currently has no intention of becoming a reporting issuer in the United States, filing a prospectus with any securities regulatory authority in the United States to qualify the resale of the securities to the public, or listing its securities on any stock exchange in the United States. 🚀Want to join the Cryptosomniac Advantage? https://www.cryptosomniac.com/advantage ☄️ICO Announcement Thread: https://t.me/cryptosomniacico 💥ICO Discussion Group: https://t.me/cryptosomniacicochat 🤑 Head over to the NUMBER 1 site in Cryptocurrency: https://www.cryptosomniac.com/ ☝️ My newest favorite exchange. Sign up on Binance today! Bittrex is no longer accepting new registrations: https://www.binance.com/?ref=10052009 ☝️My 2nd favorite exchange! Has a lot of coins that Binance doesn't! https://www.kucoin.com/#/signup?r=1gNs4 😃 Please Remember To Like & Subscribe! https://goo.gl/de1648 👍 Thank You Very Much For Watching! 💰 Learn How To Get Started In Cryptocurrency and Join The New Economic Movement Today! https://www.udemy.com/cryptosomniac/?couponCode=YOUTUBE 🤘Schedule A 1-On-1 Session With Me, Money Back Guarantee! Screen Sharing, Portfolio Management, Technical Assistance. https://goo.gl/Cs59ZC 🚩Join Cryptosomniac's (Where The Rich Never Sleep) Group! https://business.facebook.com/Cryptosomniac-959746107498411/?ref=your_pages 📈Follow my technical analysis over at Trading View: https://www.tradingview.com/u/Cryptosomniac/ ►You'll receive $10 in free bitcoin by signing up with this link: https://www.coinbase.com/join/59b350d7e2989500f4ebc455 🔑__A MUST HAVE__ ►Ledger Nano S (Bitcoin+Ethereum+More Hardware Wallet): https://goo.gl/V51CQR ►Hardware Wallet Superstore (5$ Off) https://goo.gl/Bhp3EA 💻FOLLOW ME HERE: ►Instagram: https://goo.gl/quDxhd ►Twitter: https://goo.gl/m3FXnm ►Steemit https://goo.gl/NKrzaD
Views: 506 Cryptosomniac
ICOs Going Public With Reg A+ Are Raising Up To $50 Million
 
02:39
ICOs Going Public With Reg A+ Are Raising Up To $50 Million Subscribe: http://bit.ly/CryptoCoinNewsYT Since January, government agencies in charge of enforcing securities laws have clamped down on the topic of cryptocurrencies, especially in regard to tokens sold from Initial Coin Offerings (ICOs). On June 6th, the US SEC declared they will not make an exception or change to current securities law. "WE ARE NOT GOING TO DO ANY VIOLENCE TO THE TRADITIONAL DEFINITION OF A SECURITY THAT HAS WORKED FOR A LONG TIME,” SEC CHAIRMAN JAY CLAYTON TOLD CNBC. On June 14th, news spread fast from Yahoo Finance’s All Market Summit, when the Director of Corporate Finance for the SEC, said that Ethereum and Bitcoin are not securities. But he went on to say that most, if not all, tokens sold in an ICO fundraiser are securities and explained the guidelines the SEC will use on an individual basis to determine whether or not a token is a security. Aside from going through a long, scrutinous, and expensive registration process, the other option is to fall under an exemption. There are three exemptions a security can claim Regulation D, Regulation A+, and Crowdfunding. Regulation A+ In particular, startups planning to sponsor an ICO will find Reg A+ as the easiest option. Reg A+ is an exemption first signed by Barrack Obama on April 5, 1012, the original idea was to encourage a new generation of companies into going public by streamlining registration and lowering fees associated with filing to “qualify” a security offering. Reg A+ can be filed under either Tier 1 or Tier 2, It's important to be thorough when comparing the differences when deciding the best. So, I’ve prepared a chart to help. Read more on: https://cryptocoin.news/analysis/guides/icos-going-public-with-reg-a-are-raising-up-to-50-million-17501/
Views: 63 CryptoCoin.News
Régulation d'une distillation fractionnée
 
02:59
Distillation fractionnée régulée par un "Tout-ou-Rien" à un seuil
What is a gene?
 
04:57
Support Stated Clearly on Patreon: https://www.patreon.com/statedclearly You've probably heard about GMOs or Genetically Modified Organisms but what exactly is a gene and what does it mean to modify the genes of a plant or animal? We hear about DNA and genes all the time in the news and in our biology classes but very few of us can actually explain what a gene is? This short film is designed to help. Here we discuss a basic definition of a gene, show what a gene looks like, what it is that genes actually code for, and the basic idea behind Genetically Modified Organisms. The video also briefly mentions one of the ways DNA strongly suggests that all living things are related and share an evolutionary history. Even though the content given here is just a simplified overview of genetics, after watching this video (along with our first video on DNA http://www.youtube.com/watch?v=zwibgNGe4aY) you should be able to easily follow any news article, basic conversation, or 100 level college course lecture on genetics, even if you've never taken a biology course or studied genetics in the past. Special thanks to Hip Hop Artist Anthony Danzl for the music http://www.youtube.com/user/proofavenue?feature=watch Happy 50th to Packy the freckled Elephant from the Portland Zoo. He just had his birthday and was featured in this video (at 0:45) Content for this video has been modified from two text books: Molecular Biology of the Cell, third edition: Bruce Alberts, Dennis Bray, Julian Lewis, Martin Raff, Keith Roberts, James D. Watson Biology Eighth Edition: Neil Campbell, Jane Reece, Lisa Urry, Michael Cain, Steven Wasserman, Peter Minorsky, Robert Jackson Chimps and humans share 96% of their DNA comes from National Geographic: http://news.nationalgeographic.com/news/2005/08/0831_050831_chimp_genes.html Fruit flies share about 50% their genes with humans comes from NASA and NCBI (National Center for Biotechnology Information) http://science.nasa.gov/science-news/science-at-nasa/2004/03feb_fruitfly/ http://www.ncbi.nlm.nih.gov/pmc/articles/PMC311089/ Hope you liked the video, more are in the works. Stay Curious! Portuguese captions by Marcos André
Views: 840537 Stated Clearly
Road Sign Classifications | Passing a Road Test
 
10:42
Road signs are divided into broad classifications. Watch the video to learn these! SUBSCRIBE TODAY! ► http://youtube.com/c/smartdrivetest REGULATORY SIGNS The first and most important are regulatory signs. The root word of regulatory is regulations, which means these signs are the law and must be obeyed. CAUTION, ADVISORY, or WARNING SIGNS The next class is cautionary signs, which often warn you of hazards, changes to road conditions, and obstructions along the roadway. CONSTRUCTION SIGNS Next are construction signs which are most prominent during the summer time. Many construction zones have reduced speed limits and these must be obeyed, especially during a road test. As well, reduced speeds in construction zones are often accompanied with increased fines. Action permitted and action not-permitted are another class. DESTINATION & SERVICE SIGNS And the final class are the destination and services signs. These signs convey information through shape, colour, and/or the symbols there on. Knowing your road signs are critical to being successful on both a learner’s and on-road road test. Good luck on your road test! ************************** www.smartdrivetest.com www.facebook.com/smartdrivetest www.twitter.com/smartdrivetest www.instagram.com/smartdrivetest/
Views: 88633 Smart Drive Test
The science of emotions: Jaak Panksepp at TEDxRainier
 
17:40
Given an inherent subjective nature, emotions have long been a nearly impenetrable topic for scientific research. Affective neuroscientist Jaak Panksepp explains a modern approach to emotions, and how taking seriously the emotions of other animals might soon improve the lives of millions. Jaak Panksepp introduced the concept of Affective Neuroscience in 1990, consisting of an overarching vision of how mammalian brains generate experienced affective states in animals, as effective models for fathoming the primal evolutionary sources of emotional feelings in human beings. This work has implications for further developments in Biological Psychiatry, ranging from an understanding of the underlying brain disorders, to new therapeutic strategies. Panksepp is a Ph.D. Professor and Baily Endowed Chair of Animal Well-Being Science, College of Veterinary Medicine, Washington State University. His scientific contributions include more than 400 papers devoted to the study of basic emotional and motivational processes of the mammalian brain. He has conducted extensive research on brain and bodily mechanisms of feeding and energy-balance regulation, sleep physiology, and most importantly the study of emotional processes, including associated feelings states, in other animals. This talk was given November 9, 2013 in Seattle at TEDxRainier, a local TEDx event, produced independently of the TED Conferences. TEDx is a program of local, self-organized events that bring people together to share a TED-like experience. At a TEDx event, TEDTalks video and live speakers combine to spark deep discussion and connection in a small group. These local, self-organized events are branded TEDx, where x = independently organized TED event. The TED Conference provides general guidance for the TEDx program, but individual TEDx events are self-organized.* (*Subject to certain rules and regulations)
Views: 481216 TEDx Talks
The Integumentary System, Part 1 - Skin Deep: Crash Course A&P #6
 
09:40
•••SUBBABLE MESSAGE••• TO: Ciaran FROM: your sister Jillian Happy birthday! Hope you enjoy being immortalized via doobly-doo! *** You can directly support Crash Course at http://www.subbable.com/crashcourse Subscribe for as little as $0 to keep up with everything we're doing. Also, if you can afford to pay a little every month, it really helps us to continue producing great content. *** Anatomy & Physiology continues with a look at your biggest organ - your skin. -- Table of Contents: All About Skin 0:22 Epidermis, Dermis, & Hypodermis 1:30 Melanin And Keratin Cells 2:15 Ensure You Get A Good Tattoo 8:01 -- Want to find Crash Course elsewhere on the internet? Facebook - http://www.facebook.com/YouTubeCrashCourse Twitter - http://www.twitter.com/TheCrashCourse Tumblr - http://thecrashcourse.tumblr.com Support CrashCourse on Subbable: http://subbable.com/crashcourse
Views: 1678596 CrashCourse
David Sabatini (Whitehead, MIT, HHMI) 1: Introduction to mTOR and the Regulation of Growth
 
34:06
www.iBiology.org David Sabatini outlines the critical role of mTOR in the regulation of growth. mTOR senses nutrient levels, growth factors and other signals and integrates a response to regulate cell growth. Growth can be defined as the increase in the size of a cell or organism, due to a gain in mass caused by nutrient uptake and assimilation. Surprisingly, how growth is regulated was not well understood until quite recently. In his first talk, David Sabatini describes how insight into this question came from an unusual direction. The small molecule drug rapamycin was known to have anti-growth effects, but its intracellular target was not known. Sabatini explains how he purified and cloned the target of rapamycin from rat brain and showed that it was a protein kinase. This protein was named mTOR in mammals and was shown to be homologous to the TOR proteins in yeast. Sabatini and others went on to show that mTOR is at the heart of two large protein complexes, mTORC1 and mTORC2, that sense upstream signals such as nutrient levels, hormones, and growth factors and direct downstream effectors to build or breakdown resources as needed for cell growth and proliferation. In his second talk, Sabatini explains that mTORC1 responds to many different upstream signals including a variety of growth factors, nutrients, and types of stress. How does mTORC1 sense all these different signals and integrate them to produce a response that regulates cell growth? Sabatini’s lab found that the first step in sensing nutrients such as amino acids is the movement of mTORC1 from a diffuse localization in the cytosol to the lysosomal surface. The lab then spent many years identifying the large number of proteins that regulate the movement of mTORC1 to the lysosome and allow it to sense nutrients and modulate the downstream processes that control cell growth. In particular, the lab identified several proteins that serve as direct sensors of metabolites or amino acids like leucine and arginine. Interestingly, mutations in several of the proteins in the nutrient sensing pathway upstream of mTORC1 are now known to cause human disease, including epilepsy. This suggests that modulation of mTOR, by inhibitors such as rapamycin, might provide a treatment for these conditions. In his final talk, Sabatini focuses on a lysosomal membrane protein that his lab had found to interact with mTORC1 and to sense arginine levels inside the lysosome. In some cell types, the amino acids needed to build new proteins are not taken up as free amino acids but instead come from the breakdown of proteins in the lysosome. This led the lab to ask which arginine-rich proteins are being degraded in the lysosome, which led to the realization that ribosomal proteins are amongst the most arginine-rich proteins in mammalian cells. After many more experiments, they showed that mTORC1 regulates a balance between the biogenesis of ribosomes, and the breakdown of ribosomes (known as ribophagy), dependent on the nutritional state of the cell. Ribophagy seems to be particularly important for supplying the cell with nucleosides during nutrient starvation. Speaker Biography: Dr. David M. Sabatini is a member of the Whitehead Institute for Biomedical Research, a professor of Biology at the Massachusetts Institute of Biology (MIT), an investigator of the Howard Hughes Medical Institute, a senior member of the Broad Institute of Harvard and MIT and a member of the Koch Institute for Integrative Cancer Research at MIT. His lab is interested in the regulation of growth and metabolism in mammals, with a focus on the critical mTOR pathway. Research from Sabatini’s lab has led to a better understanding of the role of the mTOR pathway in diseases such as cancer and diabetes, as well as in aging. Sabatini received his undergraduate degree in biology from Brown University. As a MD/PhD student at Johns Hopkins University School of Medicine, he did his first experiments on rapamycin and mTOR in the lab of Solomon H. Snyder. After completing his MD/PhD in 1997, Sabatini started his own lab as a Whitehead fellow at the Whitehead Institute. In 2002, he became a member of the Whitehead Institute and a faculty member at MIT. Sabatini’s groundbreaking work has been recognized with numerous awards and honors including the National Academy of Science Award in Molecular Biology (2014), the Dickson Prize in Medicine (2017), the Lurie Prize in Biomedical Sciences (2017), and the Switzer Prize (2018). Sabatini was elected to the National Academy of Sciences in 2016. Learn more about the research being done in Sabatini’s lab here: http://sabatinilab.wi.mit.edu and here: https://www.hhmi.org/scientists/david-m-sabatini
Views: 2039 iBiology
Small Planes Over Big Oceans (ETOPS Explained)
 
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Support Wendover Productions and get 10% off your order at Hover by using the link: http://hover.com/wendover & the code "wendover" at checkout Check out my new podcast with Brian from Real Engineering: https://itunes.apple.com/us/podcast/showmakers/id1224583218?mt=2 (iTunes link) https://www.youtube.com/channel/UC_10vJJqf2ZK0lWrb5BXAPg (YouTube link) Support Wendover Productions on Patreon: https://www.patreon.com/wendoverproductions Get a Wendover Productions t-shirt for $20: https://store.dftba.com/products/wendover-productions-shirt Youtube: http://www.YouTube.com/WendoverProductions Twitter: http://www.Twitter.com/WendoverPro Email: [email protected] Reddit: http://Reddit.com/r/WendoverProductions Select visuals courtesy http://www.Shutterstock.com The full script with sources can be found here: https://drive.google.com/file/d/0B2p-HoK9KXEARFJMMFNVcDVrRzQ/view?usp=sharing Animation by Josh Sherrington (https://www.youtube.com/heliosphere) Sound by Graham Haerther (http://www.Haerther.net) Thumbnail by Joseph Cieplinski (http://joec.design) Research by William Mayne Big thanks to Patreon supporters: Ark Balagan, David Cichowski, Venkata Kaushik Nunna, Josh Berger, Vincent Mooney, Marcelo Teivelis, Victor Zimmer, Paul Jihoon Choi, Huang MingLei, Dylan Benson, Maximillian van Kasbergen, Etienne Dechamps, Alex Duvall, Rob Harvey, Ark Balagan, Hagai Bloch Gadot, Aitan Magence, William Chappell, Eyal Matsliah, Sihien, Joseph Bull, Marcelo Alves Vieira, Hank Green, Plinio Correa, Connor J Smith, and Brady Bellini
Views: 1800631 Wendover Productions
PID Control - A brief introduction
 
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Check out my newer videos on PID control! http://bit.ly/2KGbPuy I'm writing a book on the fundamentals of control theory! Get the book-in-progress with any contribution for my work on Patreon - https://www.patreon.com/briandouglas In this video, I introduce the topic of PID control. This is a short introduction design to prepare you for the next few lectures where I will go through several examples of PID control. This video explains why we need feedback control and how PID controller are simple and efficient ways to ensure you have a feed back system that meets your requirements. I will be loading a new video each week and welcome suggestions for new topics. Please leave a comment or question below and I will do my best to address it. Thanks for watching! Don't forget to subscribe! Follow me on Twitter @BrianBDouglas!
Views: 736527 Brian Douglas
Fonctionnement d'une centrale de traitement d'air(CTA)
 
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http://www.abcclim.net/centrale-traitement-air.html Vidéo expliquant quelques fonctionnements et défauts que l'on rencontre dans une centrale de traitement d'air ou CTA (climatisation,chauffage). Si vous voulez vous former sur le froid et la climatisation vous pouvez commencer par lire cet Ebook disponible ici: http://www.abcclim.net/abc-de-la-climatisation-180-pages.html
RNA interference (RNAi): by Nature Video
 
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RNA interference (RNAi) is an important process, used by many different organisms to regulate the activity of genes. This animation explains how RNAi works and introduces the two main players: small interfering RNAs (siRNAs) and microRNAs (miRNAs). We take you on an audio-visual journey, diving into a cell to show how genes are transcribed to make messenger RNA (mRNA) and how RNAi can silence specific mRNAs to stop them from making proteins. The animation is based on the latest research, to give you an up-to-date view. If you'd like to know more about the structures and processes you see in this video, check out the accompanying slideshow: http://www.nature.com/nrg/multimedia/rnai/animation/index.html Sponsor message (May 2014): Dharmacon RNAi products are now part of GE Healthcare. Learn more at http://www.GELifeSciences.com/Dharmacon
Views: 831355 nature video
What is a Security and How Do Offerings Work  (Series 4 of 10)
 
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See Also- excepmption chart https://www.sec.gov/smallbusiness/exemptofferings/exemptofferingschart American Bar Assn https://apps.americanbar.org/buslaw/newsletter/0014/materials/investmentch2.pdf SEC https://www.sec.gov/news/public-statement/statement-clayton-2017-12-11 2 Invest ment Comp an y Determina tio n un der th e 194 0 Act The term “security” is defined in Section 2(a)(36) of the 1940 5 Act to mean, “unless the context o therwise requ ires:” any note, s tock, treasury stock, security future , bond, debenture, evidence of indebtedness, certificate o f interest or par ticipation in any prof it-sharing agree ment, collateral-trust certificat e, preorganization certif icate or subscription, transferable share, invest ment contract, voting-trust certificate, certifi cate of deposit for a security , fractional undivi ded int erest in oil, gas, or other mineral rights, any put, call, straddle, option , or privilege on any security (including a certificat e of deposit) or on any group or index of securities (including any interest therei n or b ased on the value thereof), or any put, call , straddle, option, or privile ge entered into on a national securities exchange relating to foreign currency , or, i n general, any in terest or instrument commonly known as a “security ,” or any certificate of inter est or partic ipation in, te mporary or interi m certificat e for , receipt for, guarantee of, or wa rrant o r right to subscribe to or purchase, any of the for egoing. Section 4(a)(2) Regulation D Regulation Crowdfunding Regulation A Intrastate Rule 506(b) Rule 506(c) Rule 504 Tier 1 Tier 2 Sec. 3(a)(11) Rule 147 Rule 147A Offering Limit within a 12-month Period None None None $5 million $1.07 million $20 million $50 million None None None General Solicitation No No Yes Permitted in limited circumstances Permitted with limits on advertising after Form C is filed1 Permitted; before qualification, testing the waters permitted before and after the offering statement is filed Same as Tier 1 Offerees must be in-state residents in-state residents SEC Filing Requirements None Form D. Additional information required for non-accredited investors Form D Form D Form C, including two years of financial statements that are certified, reviewed or audited, as required. Progress and annual reports Form 1-A, including two years of financial statements. Exit report Form 1-A, including two years of audited financial statements. Annual, semi-annual, current, and exit reports None None None Restrictions on Resale Yes. Restricted securities Yes. Restricted securities Yes. Restricted securities Yes. Restricted securities except in limited circumstances 12-month resale limitations No No Securities must come to rest with in-state residents Yes. Resales within state for six months Yes. Resales within state for six months Preemption of State Registration or Qualification No Yes Yes No Yes No Yes No No No Please also follow me on Facebook at http://www.facebook.com/brucefentonpage Twitter: twitter.com/brucefenton Web: BruceFenton.com NOTE: This video series is for informational purposes only, please consult with legal, accounting and investment professionals before investing. Cryptocurrency and related assets are extremely high risk. This is not an offering of securities, investment advise or any other service. This video may become out of date.
Views: 442 Bruce Fenton
$50K PLEDGE!! LESS THAN 48 HRS to Raise $1M on Kickstarter! WATCH NOW
 
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http://kck.st/2KPzxkX - LESS THAN 48 HRS to raise $1M on Kickstarter. Help fund our FULL feature! Who will rise and hoist this groundbreaking film to its completion? Don't think "it isn't me". It IS you! TRAILER: https://youtu.be/sDSYxqvnyMI Same video on Facebook: https://business.facebook.com/reignofjudgesmovie/videos/2199628743614344 Music by Greg Dombrowski (Succession Studios) "Birth of A Hero" https://itunes.apple.com/us/album/awakening/1426469008 For INVESTMENTS: Private message this page or message us on Kickstarter if you would like more information on investing. You may also call 323-389-5323 In order for us to qualify this Offering as a Rule 506(c) offering, we will sell the Membership Units only to those investors who are “Accredited Investors,” as such term is defined in Rule 501(a) of Regulation D. Accredited Investors are those investors who meet at least one of the following standards or others set forth in Rule 501(a) of Regulation D: (a) $1,000,000 Net Worth. The investor is a natural person whose net worth, either individually or jointly with his or her spouse, exceeds $1,000,000, exclusive of the investor’s primary residence. (b) $200,000 Income. The investor is a natural person who has had individual income from all sources (without including any income of his or her spouse unless such spouse is a co-purchaser) in excess of $200,000 in each of the two most recent years, or joint income with that person’s spouse in excess of $300,000 in each of those years and has a reasonable expectation of reaching the same level of income in the current year. (c) Company, Corporate or Other Entity Investors. In general, a partnership, corporation, limited liability company, revocable or grantor trust or unincorporated association, is deemed to be an Accredited Investor if all of the equity owners of that entity (or in the case of a revocable or grantor trust, all persons with the power to revoke the trust) qualify as Accredited Investors. (d) Executive Officer. The investor is a manager of the issuer. Additionally, investors must be sophisticated in that the investor either alone or with his or her purchaser representative(s) has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment, or we reasonably believe immediately prior to making any sale that the investor comes within this description.
Views: 419 Captain Moroni
ICO and MSB Compliance Night with IdentityMind Global in San Francisco, CA, May 10, 2018
 
01:23:27
Hear compliance and ICO experts discuss what an ICO is, the differentiation between a security and utility token, the requirements for Money Service Businesses (MSB), ICO compliance requirements that apply in the US and Canada, and lessons learned from legal cases, and more. Can ICO Securities Become Utility Tokens? In November 2017, Chairman of the Securities and Exchange Commission (SEC) Jay Clayton said he has “yet to see an ICO that doesn’t have a sufficient number of hallmarks of a security.” This statement, along with a marked uptick in regulatory action at both the state and federal level have caused many to speculate that a true ‘utility token’ ICO is either extinct, or a mythical unicorn. It is likely they are partially correct. The most obvious approach to this address the Chairman’s concerns is to treat a token pre-sale like a security. Regulation A+, Regulation D Regulation S, Rule 144, etc… offer a way to launch a token as a security without conducting a Public Offering. However, if a token is a security at the time of pre-sale, is it always a security? More importantly, if not, how can companies convert their securities to utility tokens? This is hugely important. Publicly held equity securities (held by 500+ unaccredited parties of record) require that the company comply with ’34 Securities Exchange Act and Sarbanes Oxley requirements. They can be traded “over-the-counter” which requires a market maker; or on regulated exchange. T0 may one day be the first, but today there is no legal way to list certain security tokens for retail sale on a public exchange in the US. This isn’t the #1 topic today because security tokens often have a one year lock-up period, but this will be a huge concern when security tokens are freed. A token which cannot be publicly traded on easily-accessible exchanges will always have impaired value and functionality. There is hope though. Secretary Clayton did also say “just because it’s a security today doesn’t mean it’ll be a security tomorrow, and vice-versa.” If the tokens which start as securities can become utility tokens. The question is how? Several options have been proposed for how security tokens can evolve into utility tokens; however, none has been proven Start with Simple Agreement for Future Tokens (SAFT). Here, fiat or common crypto is exchanged for traditional paper documents that will be converted or exchanged for utility tokens upon certain conditions being met. The SAFT is considered an ‘Investment Contract.’ and therefore falls within the definition of a “security” under section 2(a)(1) of the ’33 Securities Act. One advantage of this approach is that tokens are not issued until the platform is live, increasing the possibility that the token would not be considered a security under the Howey Test. In addition, Investment Contracts fall within a known and predicable regulatory framework. Start with a security token which evolves into a utility token: This includes: Issuing the ICO outside of US jurisdiction, and opening sales to US persons when the tokens qualify as utility tokens; Issuing the ICO under Regulation S or Regulation D (or theoretically Reg A+), and at such time that the lock up period has expired, and the tokens qualify as utility tokens, allowing retail sales to US persons or persons in the US. Compliance with SEC exemptions may also require the ability to restrict token sales on the secondary market. Those familiar with ERC-20 tokens know this is not currently possible. It’s easy to assume that when Clayton said “The use of a [utility] token evolves over time. The use can evolve toward or away from a security” he means that he is looking for functioning platform. However, there’s more to it than that. Recently he stated “If I have a laundry token for washing my clothes, that’s not a security. But if I have a set of laundry tokens and are offered to me as something I can use in the future and I’m buying them because I can sell them, that’s a security.” In this laundry example, the laundry network is built, but he still considers this a security. Probably because the tokens are bought for appreciation and not usage. Likely then that the Chairman believes utility tokens do exist, but are few and far between. If it is possible to issue a token that evolves from security to utility, a central requirement will be that a legitimate utility token is contemplated as the end result, which means taking into account all four Howey test elements. IdentityMind Global IdentityMind ICOs Initial coin offerings utility tokens money service businesses ico compliance RegTech compliance MSBs ico compliance requirements ICO security tokens #antimoneylaundering #AML #knowyourcustomer #KYC #ICO #initialcoinoffering #moneyservicebusiness #MSBs #IdentityMind #IdentityMindGlobal #ICOcompliance
Views: 49 IdentityMind
Regulation A+ and Other Exemptions
 
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Regulation A+ & Other Exemptions Presentation (3-30-16). Presented by: James Carey and Michael Marsalese.
Views: 120 michiganLARA
The Rules of Snooker - EXPLAINED!
 
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Ninh explains the Rules of Snooker - a popular cue sports table game from England. This is a beginner's explanation of Snooker Rules. Watch this short video tutorial guide on how to play Snooker under World Snooker Rules. Learn about potting, snookered, fouls, free balls, maximum break 147 and more! COMMENT, LIKE, RATE & SUBSCRIBE!!! Also discuss on Reddit! Video: Copyright Eurosport, World Snooker, WPBSA (I do not own any video footage – I claim FAIR USE). Images: Google, Ronnie O’Sullivan Music: ‘Drag Racer’ by The Doug Wood Band Narrated, Directed and Produced by Ninh Ly Copyright Ninh Ly 2014 - http://www.ninh.co.uk Find me on Facebook – http://www.facebook.com/ninh.ly.31 Follow me on Twitter - http://twitter.com/NinhLyUK Google plus me – https://plus.google.com/+NinhLyUK
Views: 446993 Ninh Ly

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