The SEC's 1982 rule set Reg D limits later amendments changed

The record

The Securities and Exchange Commission adopted Regulation D on 16 March 1982, consolidating several earlier private-offering exemption rules into a single regulation built around three exemptions, Rules 504, 505, and 506. The codified text's own historical note, preserved at 17 CFR 230.501, cites the origin as 47 FR 11262, March 16, 1982, and lists eight subsequent amendment dates running from 1988 through 2025. Rule 506, the exemption without a fixed dollar ceiling, conditioned reliance on either selling only to accredited investors or limiting non-accredited purchasers to those with, in the rule's own words, knowledge and experience in financial and business matters sufficient to evaluate the investment, and capping total purchasers at 35 in any 90-day period.

What the documents establish

The codified rule's own source notes, not a general description of Regulation D as a single unchanging thing, are the evidence for what is original and what was added later. The note attached to 17 CFR 230.506 dates paragraph (c), the provision permitting general solicitation and advertising when all purchasers are accredited investors, to a later amendment cited as 78 FR 44770, 44804, July 24, 2013, the rule the JOBS Act required. The 1982 structure did not permit general solicitation under any of its three original rules; that permission is a 2013 addition layered onto Rule 506, not a feature of the regulation as adopted. The Commission's own current investor-education page for Rule 506(b), as retrieved 16 September 2026, still describes that provision as barring general solicitation, distinguishing it from Rule 506(c) elsewhere on the same site; the page does not itself narrate the 1982-to-2013 history, so this entry relies on the codified source notes for that chronology.

The operating read

This is an editorial reading beyond the rule text. A founder or investor encountering a reference to a Reg D offering should ask which of the three current exemptions, and which version of Rule 506 in particular, is meant, since Rule 506(b) and Rule 506(c) carry materially different marketing restrictions traceable to a specific 2013 date, not to 1982. Dollar-limit figures attached to Rule 504 in particular have been revised multiple times since 1982 and should not be assumed current without checking the rule text's own effective date, since this entry does not attempt to trace every intervening dollar-threshold change.

What to check before you decide

Before relying on a description of Regulation D in a term sheet, memo, or diligence checklist, check which rule and which version is actually being invoked.

• Does the offering rely on Rule 506(b), which bars general solicitation, or Rule 506(c), added in 2013, which permits it under stricter verification conditions?
• Has the specific dollar limit or purchaser condition being cited been updated since 1982, and does the citation reflect the current rule text?
• Is a described feature of Regulation D actually part of the original 1982 rule, or a later amendment layered onto it?

This is an editorial checklist; securities counsel should confirm which current provision governs a specific offering rather than relying on a general description of Regulation D.