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C is corrent because under Regulation D, an issuer of up to $5 million in securities issued within a 12-month period need not provide any specified information if the issuance is offered solely to accredited investors. If any unaccredited investors purchase the securities (up to 35 are allowed) the issuer must provide audited financial statements.
A is incorrect because although certain issuances of securities may be exempt from the registration requirements, these issuances are not automatically exempt from the antifraud provisions of the Federal Securities Laws. The antifraud provisions apply to any sale of securities in interstate commerce.
B is incorrect because accredited investors are not required to be provided with any specified information under Regulation D of the 1933 Act.
D is incorrect because no general offering or solicitation is permitted within a 12-month period.