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What are institutional investors?
FINRA defines institutional investors as:   Institutional investors include banks, savings and loan associations, insurance companies, registered investment companies, registered investment advisors, a person or entity with assets of at least $50 million, government entities, employee benefit plans and qualified plans with at least 100 participants, FINRA member firms and registered persons, and a person acting solely on behalf of an institutional investor.  From: http://www.finra.org/industry/issues/faq-advertising  Based on Rules 2210(a)(4) and 4512(c).  Institutional investors are expected to understand market risks and as a result, disclosure requirements are much lower (perhaps no SEC filings and no prospectus).