44
CAP. 32]
Companies
[1984 Ed.
(
Exclusion of section 38 and relaxation of Third Schedule in case of certain prospectuses.
Ref. 1948 c. 38, s. 39.
Third Schedule.
Advertisements concerning prospectuses.
(6) 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.
(7) The Governor in Council may by regulation amend the Third Schedule. (Added, 78 of 1972, s. 5)
38A. (1) Where it is proposed to offer any shares in or debentures of a company to the public by a prospectus issued generally, there may, on the request of the applicant, be given by the Registrar a certificate of exemption, that is to say, a certificate that, having regard to the proposals (as stated in the request) as to the size and other circumstances of the issue of shares or debentures and as to any limitations on the number and class of persons to whom the offer is to be made, compliance with the requirements of the Third Schedule would be either irrelevant or unduly burdensome.
(2) A certificate of exemption given under subsection (1) shall be expressed to have effect with regard to all of the requirements of the Third Schedule or to such of them as are specified in the certificate.
(3) If a certificate of exemption is given, and if the proposals referred to in subsection (1) are adhered to and every form of application issued is accompanied by a document containing the particulars and information required to be published as a condition of the granting of a certificate of exemption, then---
(a) a prospectus giving the particulars and information aforesaid in the form in which they are so required to be published shall be deemed to comply with the requirements of the Third Schedule; and
(b) section 38 shall not apply to any issue of a prospectus or form of application relating to the shares or debentures.
(Added, 78 of 1972, s. 6)
38B. (1) Subject to subsection (2), it shall not be lawful for any person to publish or cause to be published by way of newspaper, radio, television or cinematograph advertisement, or advertisement in any other manner, any extract from or abridged version of a prospectus whether in English or in any other language in relation to shares or debentures of a company whether incorporated in or outside Hong Kong. (Amended, 6 of 1984, s. 259)
(2) Notwithstanding subsection (1)----
(a) a notice which refers to the publication of a prospectus and is in accordance with the prescribed form;
(b) the publication of the English version only of a prospectus in an English language newspaper or the Chinese version only in a Chinese language newspaper,
shall not contravene this section.
44
CAP. 32]
Companies
[1984 Ed.
(
Exclusion of section 38 and relaxation of Third Schedule in case of certain prospectuses.
ef. 1948 c. 38, s. 39.
Third Schedule.
Advertisements concerning prospectuses.
(6) 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.
(7) The Governor in Council may by regulation amend the Third Schedule. (Added, 78 of 1972, s. 5)
38A. (1) Where it is proposed to offer any shares in or debentures of a company to the public by a prospectus issued generally, there may, on the request of the applicant, be given by the Registrar a certificate of exemption, that is to say, a certificate that, having regard to the proposals (as stated in the request) as to the size and other circumstances of the issue of shares or debentures and as to any limitations on the number and class of persons to whom the offer is to be made, compliance with the requirements of the Third Schedule would be either irrelevant or unduly burdensome.
(2) A certificate of exemption given under subsection (1) shall be expressed to have effect with regard to all of the requirements of the Third Schedule or to such of them as are specified in the certificate.
(3) If a certificate of exemption is given, and if the proposals referred to in subsection (1) are adhered to and every form of application issued is accompanied by a document containing the particulars and information required to be published as a condition of the granting of a certificate of exemption, then---
(a) a prospectus giving the particulars and information afore- said in the form in which they are so required to be published shall be deemed to comply with the require- ments of the Third Schedule; and
(b) section 38 shall not apply to any issue of a prospectus or
form of application relating to the shares or debentures.
(Added, 78 of 1972, s. 6)
38B. (1) Subject to subsection (2), it shall not be lawful for any person to publish or cause to be published by way of newspaper, radio, television or cinematograph advertisement, or advertisement in any other manner, any extract from or abridged version of a prospectus whether in English or in any other language in relation to shares or debentures of a company whether incorporated in or outside Hong Kong. (Amended, 6 of 1984, s. 259)
(2) Notwithstanding subsection (1)----
(a) a notice which refers to the publication of a prospectus and
is in accordance with the prescribed form;
(b) the publication of the English version only of a prospectus in an English language newspaper or the Chinese version only in a Chinese language newspaper,
shall not contravene this section.
C
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