Choice "B" is correct. A corporation must register under the 1934 Act if either: (i) the corporation's securities are traded on a national exchange or (ii) the corporation has more than 2,000 shareholders (or 500 unaccredited shareholders) in any outstanding class and more than $10 million in assets.Choice "c" is incorrect. The number of employees is irrelevant to whether a corporation must register under the 1934 Act.
Choice "d" is incorrect. The fact that a corporation has $2 million in assets does not invoke the registration requirement.
Choice "a" is incorrect. The fact that a corporation has 400 shareholders does not invoke the registration requirement.