Prospectus to be published

Prospectus to be published

(1) A public company shall publish its prospectus prior to issuing its securities publicly.

(2) Prior to the publication of prospectus under Sub-section(1), the prospectus signed by all directors of the company has to be submitted, along with a written application made to the Securities Board for approval, under the prevailing laws on securities.

(3) Unless and until the Securities Board approves and gives permission for the public issue under Sub-section (2) and a copy of such prospectus is registered with the office, no company or no person, on behalf of such company, shall publish, or cause to be published, the prospectus of such company.

(4) If it appears that the prospectus submitted pursuant to Subsection (2) omits any important matter or contains any unnecessary matter the Securities Board shall cause such prospectus to be amended or altered as required and grant approval to publish it in accordance with law.

(5) If the prospectus submitted pursuant to Sub-section (2) is approved by the Securities Board, the concerned company shall give to the Office information thereof, in writing, accompanied by a copy of the approval letter of the Securities Board; and on receipt of that information, the Office shall register the prospectus pursuant to this Section.

                 Provided, however, that if it appears that any matter contained in this Act has not been complied with, the Office may refuse to register it.

(6) If any person demands a copy of the prospectus registered pursuant to Sub-section (5), the Office shall provide such copy by collecting the prescribed fees.

(7) In publishing the prospectus pursuant to Sub-section(1), the company shall also mention that the prospectus has been approved by the Securities Board and registered with the Office, and the date thereof.

(8) The covering page of each prospectus shall also mention that such prospectus has been registered pursuant to this Section and that the Securities Board or the Office shall not be liable to bear any kind of responsibility in respect of the matters mentioned therein.

(9) Prior to the approval by the Securities Board of the prospectus of any company, the concerned company shall make a declaration before the Securities Board that the provisions of this Act have been complied with; and the Securities Board may, if it deems necessary, seek the opinion of the Office on that matter.

(10) Other procedures to be fulfilled in publishing the prospectus and the matters to be set out in the prospectus shall be as mentioned in the prevailing law on securities.