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Which of the following transactions would NOT be exempt from registration requirements under the 1933 Securities...

Which of the following transactions would NOT be exempt from registration requirements under the 1933 Securities Act?

a. an offering restricted to residents of the state in which the issuing company is organized and doing business

b. an offering of securities by a consotium of hospitals, generally non-profit organizations

c. an offering of limited partnership tax shelters

d. a private offering to sophisticated investors who will not redisribute them

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