Companies wishing to issue securities to the public are required to register with the ECSRC (please click here for procedures for registering with the ECSRC) and submit a prospectus for the approval of the ECSRC prior to securities being offered. Part VII of the Securities Act provides instruction on offers of corporate securities, including the publication of a prospectus, content of the prospectus, the continuing disclosure obligations of issuers as well as the liability for compensation for a false or misleading prospectus.
The prospectus should be in the form prescribed in the Securities (Prospectus) Regulations and be accompanied by the fees prescribed in the Securities (Licence and Fees) Regulations.
Prospective issuers are urged to review:
- Section 3: Exemptions of the Securities (Prospectus) Regulations; and
- ECSRC Guidance Note #4 - [Public Offering of Securities: Guidance On The Exemption From Prospectus Requirements]
as these address the conditions under which a prospectus is not required for the public offer of securities.