Presented By:

A document prepared by promoters After the formation of company To take capital by issuing shares Data regarding Company’s policy

Contents of Prospectus

The contents of the memorandum The number and value of the shares Description of business to be undertaken and its prospectus Any provision in the articles relating to remuneration of directors & c/e Particulars of present or proposed directors, c/e, managing agent Amount of minimum subscription The date and time of opening and closing of the subscription list Amount payable on application of each share

The number, description, and amount of share capital issued Name of underwriters if any, As respect to the property for which the subscription is to be applied, If amount paid within two preceding years as commission to underwriter Amount of preliminary expenses Any amount paid within two preceding years to any promoter Particulars of any contract entered into for the appointment of C/E, Name and addresses of the auditors and legal advisor Full particulars of the nature and interest of every director or promoter

Right of the voting at the meeting of the company The nature and extent of any restriction in the articles Length of the time from the date of commencement of the business Particulars of capitalization of any reserves or profits if any. Particulars of surplus on revaluation of the assets A reasonable time and place where copies of auditors accounts Summary in columnar form of the earnings of the company for each of the last three financial year Pending legal proceedings

Must be dated Must include an auditor’s report on last five years Must be published not less than seven or more than thirty days before the subscription date If the prospectus includes a statement made by an expert, then written consent of the expert should be obtained A copy of prospectus must be sent to the registrar Registrar should not register the prospectus unless the above requirement have been complied A sufficient number of copies of the prospectus issued shall be made available at the registered office of the company

Consent of expert In case of prospectus issued generally A copy of contract regarding remuneration of chief executive A report from auditors regarding any adjustment to assets and liabilities of the company,

No person shall be liable for any loss or damages if he proves that He withdrew his consent to become a director before the issue of prospectus The prospectus was issued without his knowledge After the issue of prospectus and before the allotment, he became aware that the prospectus was untrue and withdrew his consent and gave a public notice of the withdrawal As regards the untrue statement, the expert believes on the reasonable grounds that statement was true, correct and fair representation.

Expert civil liability is limited to the opinion given by him in the prospectus. He is not considered to be a person who has authorized for issue the prospectus. The expert did not be held liable if he proves the following That he had given the consent but he withdrew the consent before the prospectus was filled After registration of prospectus and before allotment of shares he became aware he withdrew his consent That he believed up to the date of the allotment that the statement was true.

Directors civil liability expands to the whole of the issue The directors shall be responsible for the untrue statement made by the experts in the prospectus The directors can avoid civil liability if he proves any of the following: the director had withdrew his consent to become the director when he became aware of issuance of prospectus; he gave a reasonable public notice of the fact the statement was true copy or true extract taken from any public official document extract from the opinion made by any expert and the directors believe that the expert dad sufficient knowledge and ability to express the opinion Other than the opinion of expert or public official document

Where a prospectus is issued without the knowledge Or consent of a person specified in the prospectus as a director who was not consented to become a director, Or an expert who has not given or had withdrawn his consent before the issue of a prospectus, The directors shall be liable to indemnify in respect of all damages

Promoters are those persons who take initiative for formation of the company Arrange all initial procedures like initial capital, management An entity who takes active steps in the formation, organization, or financing of a corporation