In the United States, antifraud provisions apply to all securities transactions, including exempt transactions. Companies are responsible for the statements they make when offering or selling securities and false or misleading statements are subject to liability under the antifraud provisions. This applies to oral and written statements.
The federal government in the United States can enforce the antifraud provisions through criminal, civil and administrative proceedings. Private parties may also have a cause of action under certain securities laws.
It’s important to note that even unintentional (yet negligent) misstatements of fact may provide a basis for liability under the antifraud provisions.
Interested to learn more about exempt securities offering? See our Securities section for additional information.