Q1- Private University a private nonprofit educationalinstitution located in California decides to issue Shares inLearning certificates in a one-time offering to the public. Theseshares will be sold for $500 each and entitle the bearer to redeemeach certificate for two undergraduate or one graduate collegecredit in any of its schools at any time in the future. The sharesmay also be resold without restriction by the initial purchaser.The offering will be made via the Internet.