TaxTMI 
TaxTMI 
Matters to be specified in prospectus and reports to be set out therein
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.... 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 discharge their respective obligations.) [2][(l) a statement by the board of directors stating that-- (i) all monies received out of issue of shares or debentures to public shall be transferred to a separate bank account other than the bank account referred to in sub-section (3) of section 73; (ii) details of all monies utilised out of issue referred to in sub-item (i) shall be disclosed under an appropriate separat....
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....cement of production, and the expected year when the company would be able to earn cash profits and net profits. Stock market data for shares/debentures of the company (high/low price) in each of the last three years and monthly high/low during the last six months (where applicable). VI. Following particulars in regard to the company and other listed companies under the same management within the meaning of section 370(1B), which made any capital issue during the last three years: * Name of the company * Year of issue * Type of issue * (Public/rights/composite) * Amount of issue * Date of closure of issue * Date of completion of delivery of share/debenture certificates. * Date of completion of the project, where object of the issue was financing of a project * Rate of dividend paid VII. (a) Outstanding litigation pertaining to-- (i) matters likely to affect operation and finances of the company including disputed tax liabilities of any nature; and (ii) criminal prosecution launched against the company and the directors for alleged offences under the enactments specified in paragraph 1 of Part I of Schedule XIII to the Companies Act, 1956. (b) Particulars of defaul....
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.... as at the end of that period together with a certificate from the auditors that such accounts have been examined and found correct by them. The said statement may indicate the nature of provision or adjustments made or are yet to be made). 2. If the company has no subsidiaries, the report shall-- (a) so far as regards profits and losses, deal with the profits or losses of the company (distinguishing items of a non-recurring nature) for each of the five financial years immediately preceding the issue of the prospectus; and (b) so far as regards assets and liabilities, deal with the assets and liabilities of the company at the last date to which the accounts of the company were made up. 3. If the company has subsidiaries the report shall-- (a) so far as regards profits and losses, deal separately with the company's profits or losses as provided by sub-clause (2) and in addition deal either-- (i) as a whole with the combined profits or losses of its subsidiaries so far as they concern members of the company; or (ii) individually with the profits or losses of each subsidiary, so far as they concern members of the company; or, instead of dealing separately with the company....
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.... the shares to be acquired, have concerned members of the company and what allowance would have fallen to be made, in relation to assets and liabilities so dealt with for holders of other shares, if the company had at all material times held the shares to be acquired; and 2 (b) where the other body corporate as subsidiaries deal with the profits or losses and the assets and liabilities of the body corporate and its subsidiaries in the manner provided by sub-clause (2) above in relation to the company and its subsidiaries. 6. Principal terms of loan and assets charged as security. C. Statutory and other information 1. Minimum subscription 2. Expenses of the issue giving separately fee payable to:____ (a) Advisers. (b) Registrars to the issue. (c) Managers to the issue. (d) Trustees for the debenture holders. 3. Underwriting commission and brokerage 4. Previous issue for cash 5. Previous public or rights issue, if any: (during last five years) (a) Date of allotment: Closing date Date of refunds: Date of listing on the stock exchange: (b) If the issue(s) at premium or discount and the amount thereof. (c) The amount paid or payable by way of premium, if any....
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.... being made in contemplation of the issue nor the issue in consequence of the contract; or (b) as respects which the amount of the purchase money is not material. (iii) For the purpose of this clause, where a vendor is a firm, the members of the firm shall not be treated as separate vendors. (iv) If the company proposes to acquire a business which has been carried on for less than three years, the length of time during which the business has been carried on. 11. (i) Details of directors, proposed directors, whole-time directors, their remuneration, appointment and remuneration of managing directors, interest of directors, their borrowing powers 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 i....
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....expression "vendor" included the lessor, the expression "purchase money" included the consideration for the lease, and the expression "sub-purchaser" included a sub-lessee. 18. If in the case of a company which has been carrying on business, or of a business which has been carried 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. ....