TaxTMI 
TaxTMI 
Matters to be specified in prospectus and reports to be set out therein
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....bsp; (e) Statement/declaration about refund of the issue if minimum subscription of 90% is not received within 90 days from closure of the issue. (f) Declaration about the issue of allotment letters/refunds within a period of 10 weeks and interest in case of any delay in refund at the prescribed rate under section 73(2)/(2A). (g) Date of opening of the issue. * Date of closing of the issue. * Date of earliest closing of the issue. (h) Name and address of auditors and lead managers. (i) Name and address of trustee under debenture trust deed (in case of debenture issue). (j) Whether rating from Crisil or any rating agency has been obtained for the proposed debenture/preference shares issue. * If no rating has been obtained, this should be answered as "No". * If "Yes" the rating should be indicated. (k) Underwriting of the issue. * (Names and addresses of the underwriters and the amount underwritten by them.) * (Declaration by board of directors that the underwriters have sufficient resources to discha....
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....her directors including nominee-directors, whole-time directors (giving their directorships in other companies). (e) Location of project. (f) Plant and machinery, technology, process, etc. (g) Collaboration, any performance guarantee or assistance in marketing by the collaborators. (h) Infrastructure facilities for raw materials and utilities like water, electricity, etc. (i) Schedule of implementation of the project and progress made so far, giving details of land acquisition, civil works, installation of plant and machinery, trial production, date of commercial production, etc. (j) The products: (i) Nature of the product(s) - consumer/industrial and end-users. (ii) Approach to marketing and proposed marketing set up. (iii) Export possibilities and export obligations, if any (in case of a company providing any "service" particulars, as applicabl....
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....any, in directors and auditors during the last three years, and reasons thereof. 4. Authority for the issue and details of resolution passed for the issue. 5. Procedure and time schedule for allotment and issue of certificates. 6. Names and addresses of the company secretary, legal adviser, lead managers, co-managers, auditors, bankers to the company, bankers to the issue and brokers to the issue. B. Financial information Reports to be set out 1. A report by the auditors of the company with respect to- (a) profits and losses and assets and liabilities, in accordance with sub-clause (2) or (3) of this clause, as the case may require; and (b) the rates of the dividends, if any, paid by the company in respect of each class of shares in the company for each of the five financial years immediately preceding the issue of the prospectus, giving particulars of each class of shares on which such dividends have been paid and particulars of the cases in which no dividends have been paid in respect of any class of shares for any of those years, and, if no accounts have been made up in respect of any part of the period of....
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.... (ii) individually with the assets and liabilities of each subsidiary; 4. If the proceeds, or any part of the proceeds, of the issue of the shares or debentures are or is to be applied directly or indirectly- (i) in the purchase of any business; or (ii) in the purchase of an interest in any business and by reason of that purchase, or anything to be done in consequence thereof, or in connection therewith; the company will become entitled to an interest as respects either the capital or profits and losses or both, in such business exceeding fifty per cent, thereof; a report made by accountants (who shall be named in the prospectus) upon- (a) the profits or losses of the business for each of the five financial years immediately preceding the issue of the prospectus; and (b) the assets and liabilities of the business at the last date to which the accounts of the business were made up, being a date not more than one hundred and twenty days before the date of the issue of the prospectus. ....
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....m or discount and the amount thereof. (c) The amount paid or payable by way of premium, if any, on each share which had been issued within the two years preceding the date of the prospectus or is to be issued, stating the dates or proposed dates of issue and, where some shares have been or are to be issued at a premium and other shares of the same class at a lower premium, or at par or at a discount, the reasons for the differentiation and how many premiums received have been or are to be disposed of. 6. Commission or brokerage on previous issue. 7. Issue of shares otherwise than for cash. 8. Debentures and redeemable preference shares and other instruments issued by the company outstanding as on the date of prospectus and terms of issue. 9. Option to subscribe. ^[3][9A. The details of option to subscribe for securities to be dealt with in a depository.] 10. Purchase of property:- (i) As respects any property to which this clause applies- (a) the names, addresses, descriptions and occupations of the vendors;  ....
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.... and qualification shares. Any amount or benefit paid or given within the two preceding years or intended to be paid or given to any promoter or officer and consideration for payment of giving of the benefit. (ii) The dates, parties to, and general nature of- (a) every contract appointing or fixing the remuneration of a managing director or manager whenever entered into, that is to say, whether within or more than, two years before the date of the prospectus; (b) every other material contract, not being a contract entered into in the ordinary course of the business carried on or intended to be carried on by the company or a contract entered into more than two years before the date of the prospectus. A reasonable time and place at which any such contract or a copy thereof may be inspected. (iii) Full particulars of the nature and extent of the interest, if any, of every director or promoter- (a) in the promotion of the company; or  ....
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.... on for less than five financial years, the accounts of the company or business have only been made up in respect of four such years, three such years, two such years or one such year, Part II of this Schedule shall have effect as if references to four financial years, three financial years, two financial years or one financial year, as the case may be, were substituted for references to five financial years. 19. Where the five financial years immediately preceding the issue of prospectus which are referred to in Part II of this Schedule or in this part cover a period of less than five years, references to the said five financial years in either Part shall have effect as if references to a number of financial years the aggregate period covered by which is not less than five years immediately preceding the issue of the prospectus were substituted for references to the five financial years aforesaid. 20. Any report required by Part II of this Schedule shall either- (a) indicate by way of note any adjustments as respects the figures of any profits or losses or assets and liabilities dealt with by the report which appear to the persons making the repor....