358

Ch. 31. No. 1.| Compante.

report or valuation of an expert, it fairly repre-
sented the statement, or was a correct and fair
copy of or extract from the report or valuation;
and
(c) as regards every untrue statement purporting
to be a statement made by an official person or
contained in what purports to be a copy of or
‘xtract from a public official document, it was a
correct: and: fair representation of the statement
or copy of or extract from the document :
Provided that a person shall be hable to pay compen-
‘ation as aforesaid if it is proved that he had no reasonable
ground to believe that the person mi iking any such statement,
report or valuation as is mentioned in paragraph (iv) (2) of
this subsection was competent to make it.

(2) Where the prospectus contains the name of
person as a director of the company, or as having agreed to
become director thereof, and he has not consented to
become a director, or has withdrawn his consent before the
issue of the prospectus, and has not authorised or consented
to the issue thereof, the directors of the company, except
any without whose knowledge or consent the prospectus
was issued, and any other person who authorised the issue
thereof, shall be liable to indemnify the person named as
aforesaid against all damage. costs, and expenses to which
he may he made liable by reason of lus name having been
inserted in the prospectus, or in defending himself against
any action or legal proceedings brought against him in
respect thereof,

(3) Every person who, by reason of lis being a
director or named as a director or as having ag reed. to
become a director, or of Jus having authorised the Issue
of the prospectus, becomes Hable to make any payment
under this section may recover contribution, as in cases of
contract, from any other person who, if sued separately,
would have been liable to make the same payment, unless
the person who has become so lable was, and that other
person was not, guilty of fraudulent misrepresentation.

(4) Vor the purposes of this section

promoter means a promoter who was a party to
the preparation of the prospectus, or of the portion