(1) Every prospectus issued by or on behalf of a public company either with reference to its formation or subsequently, or by or on behalf of any person who is or has been engaged or interested in the formation of a public company, shall be dated and signed and shall—
- state such information and set out such reports on financial information as may be specified by the Securities and Exchange Board in consultation with the Central Government:
Provided that until the Securities and Exchange Board specifies the information and reports on financial information under this clause, the regulations made by the Securities and Exchange Board under the Securities and Exchange Board of India Act, 1992, in respect of such financial information or reports on financial information shall apply;
- make a declaration about the compliance of the provisions of this Act and a statement to the effect that nothing in the prospectus is contrary to the provisions of this Act, the Securities Contracts (Regulation) Act, 1956 and the Securities and Exchange Board of India Act, 1992, and the rules and regulations made thereunder;
- state such other matters and set out such other reports, as may be prescribed.
(2) A copy of the prospectus delivered for registration to the Registrar shall be signed by every person who is named therein as a director or proposed director of the company or by his duly authorised attorney, and the prospectus shall also state the matters specified in Part I of Schedule II and set out the reports specified in Part II of Schedule II.
(3) No prospectus shall be issued by or on behalf of a company or in relation to an intended 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 duly constituted attorney.
(4) The Registrar shall not register a prospectus unless the requirements of this section, as to registration, so far as they are applicable, have been complied with and the prospectus is accompanied by the consent in writing of all the persons named in the prospectus.
(5) No prospectus shall be valid if it is issued more than ninety days after the date on which a copy thereof is delivered to the Registrar for registration.
(6) If a prospectus is issued in contravention of the provisions of this section, the company shall be punishable with a fine which shall not be less than fifty thousand rupees but which may extend to three lakh rupees and every person who is knowingly a party to the issue of such prospectus shall be punishable with imprisonment for a term which may extend to three years or with fine which shall not be less than fifty thousand rupees but which may extend to three lakh rupees, or with both.