COMPANIES.
No. 58 of 1911.
2117
(9) Nothing in this section shall limit or diminish any liability which any person may incur under the general law or this Ordinance apart from this section.
84.-(1) A company which does not issue a prospectus on or with reference to its formation, shall not allot any of its shares or debentures unless before the first allotment of either shares or debentures there has been filed with the Registrar of Companies a statement in lieu of prospectus, signed by every person who is named therein as a director or a proposed director of the company or by his agent authorised in writing, in the form and containing the particulars set out in the 2nd schedule.
(2) This section shall not apply to a private company or to a company which has allotted any shares or debentures before the commencement of this Ordinance.
*
85. A company shall not previously to the statutory meeting vary the terms of a contract referred to in the prospectus or statement in lieu of prospectus, except subject to the approval of the statutory meeting.
Restriction of contracts mentioned in prospectus. ib. s. 83.
statements in prospectus. ib. s. 84.
86.-(1) Where a prospectus invites persons to subscribe for shares in or debentures of a company, every person who is a director of the company at the time of the issue of the prospectus, and every person who has authorised the naming of him and is named in the prospectus as a director or as having agreed to become a director either immediately or after an interval of time, and every promoter of the company, and every person who has authorised the issue of the prospectus, shall be liable to pay compensation to all persons who subscribe for any shares or debentures on the faith of the prospectus for the loss or damage they may have sustained by reason of any untrue statement therein, or in any report or memorandum appearing on the face thereof, or by reference incorporated therein or issued therewith, unless it is proved-
(a) with respect to every untrue statement not purporting to be made on the authority of an expert, or of a public official document or statement, that he had reasonable ground to believe, and did up to the time of the allotment of the shares or debentures, as the case may be, believe, that the statement was true; and
* As amended by No. 50 of 1911 and No. 17 of 1912. † As amended by No. 16 of 1912 and No. 17 of 1912.