Saturday, January 19, 2019

What is prospectus? What do you know about registration of prospectus?

Prospectus:

A prospectus is an invitation to the public to purchase shares or debenture of a company. In other words, a prospectus may be defined as any document that includes any notice, circular, advertisement or other document inviting offers from the public for the subscription or purchase of any share or debentures of a body corporate. 

Prospectus has the following characteristics:
1. It is a document described or issued as a prospectus;
2. It includes any notice, circular, advertisement to the public for sale of securities;
3. It is an invitation to the public;
4. The public is invited to subscribe the shares or debentures of a Company.

Registration of Prospectus:
 
Before publication of a prospectus inviting people to subscribe shares or debentures of a Company, a copy of the prospectus must be delivered to the Registrar for registration on or before the date of publication. It should be signed by the Directors or proposed Directors of the Company or by their agent.
 
On the face of the prospectus delivered to the Registrar for registration, it should be stated that a copy has been delivered for registration; and must contain a list of statements included in the prospectus. The registrar shall not register a prospectus unless the prospectus contains all the required elements as per Companies Act 1994, Public Issue Rules 1998, and other SEC regulations and the prospectus is accompanied by the consent in writing of the person if any, named therein as the auditor, legal adviser, attorney, solicitor, banker or broker of the Company to act in that capacity. No prospectus shall be issued more than ninety days after the date on which a copy thereof is delivered for registration. If a prospectus is issued without delivering a copy thereof to the Registrar, the Company and every person from those who have knowingly been a party to the issue of the prospectus shall be punishable with a fine which may extend to five thousand taka (Section 138)

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