A document used to describe securities being offered in an offering exempt from the registration requirements of national competent authorities.

A formal description of an investment opportunity written to comply with various federal securities regulations. A properly prepared PPM is designed to provide specific information to the buyers in order to protect sellers from liabilities related to selling unregistered securities. Typically PPMs contain: a complete description of the security offered for sale, the terms of the sales, and fees; capital structure and historical financial statements; a description of the business; summary biographies of the management team; and the numerous risk factors associated with the investment. In practice, the PPM is not generally used in angel or venture capital deals, since most sophisticated investors perform thorough due diligence on their own and do not rely on the summary information provided by a typical PPM.

A disclosure document which must be prepared by the issuer in a Schedule D offering if any offers are made to non-accredited investors. This document must be given to all offerees, not just the non-accredited investors. Professional Corporation: A corporation whose members are all licensed professionals such as doctors or lawyers and accountants.