Commonwealth Numbered Acts

COMPANIES ACT 1981 No. 89 of 1981 - SECT 103

103. (1) A prospectus shall not be issued by any person unless a copy of the
prospectus has first been registered by the Commission under this Act or under
the corresponding law of a participating State or a participating Territory.

(2) The Commission shall not register a copy of a prospectus under this Act
unless-

   (a)  the prospectus relates to a company or a registered foreign company;

   (b)  the copy, signed by every director and by every person who is named in
        the prospectus as a proposed director of the company or
        foreign company or by his agent authorized in writing, is lodged with
        the Commission on or before the date of issue of the prospectus;

   (c)  the prospectus appears to comply with the requirements of this Act;

   (d)  there are also lodged with the Commission copies, verified by
        statements in writing, of any consents required by section 106 to the
        issue of the prospectus and of all material contracts referred to in
        the prospectus or, in the case of such a contract not reduced to
        writing, a memorandum giving full particulars of the contract,
        verified by a statement in writing; and

   (e)  the Commission is of the opinion that the prospectus does not contain
        any statement or matter that is false in a material particular or is
        materially misleading in the form or context in which it appears.

(3) If a prospectus is issued without a copy of the prospectus having been
registered as required by this section, the corporation and any person who is
knowingly a party to the issue of the prospectus are each guilty of an
offence.

Penalty: $20,000 or imprisonment for 5 years, or both.

(4) A company or foreign company in respect of which a copy of a prospectus
has been registered under this section shall cause a true copy of every
document referred to in paragraph (2) (d) to be deposited, within 7 days after
registration of the copy of the prospectus, at the registered office of the
company or foreign company in the Territory and shall keep each such copy for
a period of at least 6 months after the registration of the copy of the
prospectus for the inspection of any person without charge.