Offence la issue adver-
tisements
and
documents relating to investments
in certain
cases.
(c) any forecast—
(1) which to the knowledge of the maker of the fore- cast was not justified on the facts known to him at the time when he made it; or
(ii) which was not justified on the facts known to the maker of the forecast at the time when he made it and was made recklessly:
(d) any statement or forecast from which the maker of the statement intentionally or recklessly omitted a material fact, with the result that the statement was thereby rendered untrue, misleading, or deceptive, or, as the case may, the forecast was thereby not capable of being justified or was thereby rendered misleading or deceptive.
3) Any person who is guilty of an offence against this sec- tion shall be liable on conviction on indictment to a fine of $1,000,000 and to imprisonment for 7 years.
4.
(a)
1st. 1958. c. 45.
(5)
6. 14(11461.1
(Cap. 32.)
(1) Subject to subsections (2) and (3), no person shall- issue, or have in his possession for the purposes of issue, any advertisement or invitation which to his knowledge is or contains an invitation to the public to do any of the acts referred to in paragraphs (a) and (b) of section 30); or
issue, or have in bis possession for the purposes of issue. any document which to his knowledge contains an advertisement or invitation to the public to do any of those acts.
(2) Subsection (1) does not apply in relation to- (a) the issue of a prospectus which complies with or is exempt from compliance with Part II of the Companies Ordinance or, in the case of a company incorporated outside Hong Kong, complies with or is exempt from compliance with Part XII of that Ordinance;
(b) the issue of a document relating to securities of a body corporate incorporated in Hong Kong that is not a company registered under the Companies Ordinance. being a document which-
(i) would, if the body corporate were a registered company, be a prospectus to which section 38 of the Companies Ordinance applies, or would apply if not
5
excluded by subsection (5)(b) of that section or by section 38A of that Ordinance; and
(ii) contains all the matters which, by virtue of Part XII of that Ordinance, it would be required to contain if the body corporate were a company incorporated out- side Hong Kong and the document were a prospectus issued by that company;
(c) the issue of a form of application for shares or deben-
Lures of a company, together with-
(i) a prospectus which complies with or is extrapi from compliance with Part II of the Companies Ordio- (c. 113 ance or, in the case of a company incorporated outside Hong Kong, complies with or is exempt from compliance with Part XII of that Ordinance; or
(ii) in the case of a body corporate incorporated in Hong Kong which is not a registered company, document containing the matters specified in para- graph (b)(ii);
(d) the issue of a form of application for the securities of a company in connexion with an invitation made in good faith to a person to enter into an underwriting agreement with respect to those securities;
(e) the issue of a prospectus which has been approved by the Commissioner in relation to a mutual fund corpora- tion or unit trust authorized by the Commission under the Securities Ordinance 1974;
() the issue of a form of application for the shares of a mutual fund corporation or the units of a unit trust, being a mutual fund corporation or unit trust which bas been authorized by the Commission, together with a prospectus approved by the Commissioner; or
(g) the issue of any advertisements, invitations, or documents (being advertisements, invitations, or documents to which this section relates) which is required or authorized by or under any other Ordinance, or has been authorized by the Commission before issue.
(3) This section does not prohibit the issue or possession of any advertisement, invitation, or document by reason only
(a) that it is or contains an advertisement or invitation to
which this section relates made-
(i) with respect to securities, by or on behalf of a dealer or investment adviser who is registered under the
(12 of 1974.)
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