1964_COMPANIES_ORDINANCE — Page 303

1984 Ed.]

Companies

(CAP. 32

45

(3) If any person acts in contravention of subsection (1), he shall be liable to a fine of $10,000.*

(Added, 78 of 1972, s. 6)

38C. (1) A prospectus inviting persons to subscribe for shares in or debentures of a company and including a statement purporting to be made by an expert shall not be issued unless-

(a) he has given and has not, before delivery of a copy of the prospectus for registration, withdrawn his written consent to the issue thereof with the statement included in the form and context in which it is included; and

(b) a statement that he has given and has not withdrawn his consent as aforesaid appears in the prospectus.

(2) If any prospectus is issued in contravention of this section the company and every person who is knowingly a party to the issue thereof shall be liable to a fine of $10,000.

(3) In this section the expression "expert" includes engineer, valuer, accountant, and any other person whose profession gives authority to a statement made by him.

(Added, 78 of 1972, s. 6)

38D. (1) No prospectus shall be issued by or on behalf of a company unless, on or before the date of its publication, there has been delivered to the Registrar for registration a copy thereof signed by every person who is named therein as a director or proposed director of the company, or by his agent authorized in writing, and having endorsed thereon or attached thereto--

(a) any consent to the issue of the prospectus required by section 38C from any person as an expert; and

(b) in the case of a prospectus issued generally, also—

(i) a copy of any contract required by paragraph 17 of the Third Schedule to be stated in the prospectus or, in the case of a contract not reduced into writing, a memorandum giving full particulars thereof or, if in the case of a prospectus deemed by virtue of a certificate granted under section 38A to comply with the requirements of that Schedule a contract or a copy thereof or a memorandum of a contract is required to be available for inspection in connexion with the application made under that section to the Registrar, a copy or, as the case may be, a memorandum of that contract;

(ii) where the prospectus offers shares in the company for sale to the public, a list of the names, addresses and descriptions of the vendor or vendors of the shares; and

Expert's consent to issue of prospectus containing statement by him.

1948 c. 38, s. 40.

Registration of prospectus. 1948 c. 38, s. 41.

Third Schedule.