Prospectus requirements: obligations and liabilities for false statements, creating civil and criminal consequences for issuers and promoters under companies law

Prospectus regulation treats any document inviting subscriptions for shares or debentures as a prospectus; companies must issue a prospectus or file a statement in lieu, ensure the prospectus is dated and includes required annexures, and face Registrar refusal for nondelivery, interested expert reports, or missing written consents. Special instruments include shelf prospectuses and information memoranda; offers of existing shares may be deemed prospectuses. Misstatements in a prospectus create civil liability to compensate allottees and separate criminal liability for those who authorized false statements.

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