Towards a More Certain Definition of Private Securities Offerings

The paper examines the various tests courts and scholars in Israel and the United States offered in order to differentiate between public offerings of securities (which have to comply with broad regulation) and private ones (which are exempt from most such regulation). After classifying the various tests and finding the relationship between them, the paper points to the strengths and weaknesses of the various groups of tests, then balances strengths and weaknesses, showing that a single test - the number of people the offering is made to, is better suited than a combination of several groups of tests.