Securities Act of 1933: Primary federal law governing securities registration, disclosure requirements, and private placement exemptions. Section 5 is particularly relevant for registration requirements.

Securities Exchange Act of 1934: Federal law regulating secondary market trading and establishing SEC oversight. Includes important anti-fraud provisions and ongoing reporting requirements.

Regulation D: SEC rules providing exemptions for private placements, including Rules 504, 506(b), and 506(c) which are crucial for private offerings.

State Blue Sky Laws: State-specific securities laws governing registration, disclosure requirements, and exemptions that vary by jurisdiction.

State Corporation Laws: State-specific laws governing corporate formation, operation, and shareholder rights, with Delaware General Corporation Law being particularly significant.

Investment Company Act of 1940: Federal law that may apply if the issuing company could be classified as an investment company, imposing additional regulatory requirements.

SEC Filing Requirements: Regulatory obligations including Form D filings for private placements and other necessary disclosures to the Securities and Exchange Commission.

Internal Revenue Code: Federal tax law provisions affecting share issuance, transfer, and related tax implications for both issuer and subscriber.

Rule 10b-5: Key anti-fraud provision under Securities Exchange Act prohibiting any deceit, misrepresentation, or fraud in connection with securities transactions.

JOBS Act: Legislation affecting capital raising options and requirements, particularly relevant for smaller companies and startup offerings.

Accredited Investor Rules: SEC definitions and requirements for accredited investors, which affect private placement qualification and disclosure obligations.

Sarbanes-Oxley Act: Corporate governance and financial disclosure requirements applicable to public companies or those planning to go public.