514

Ch. 31. No. 1.] Companies.

or by such a prospectus as complies with this Part of this
Ordinance:

Provided that the provisions of this subsection shall
not apply—

(a) where the shares to which the offer relates are
shares which are quoted on, or in respect of which
permission to deal has been granted by, any recog-
nised stock exchange in Great Britain and the offer so
states and specifies the stock exchange; or

(b) where the shares to which the offer relates are
shares which a company has allotted or agreed to allot
with a view to their being offered for sale to the public;
or

(c) where the offer was made only to persons with
whom the person making the offer has been in the
habit of doing regular business in the purchase or sale
of shares.

(3) The written statement aforesaid shall not contain
any matter other than the particulars required by this
section to be included therein, and shall not be in characters
less large or less legibJe than any characters used in the offer
or in any document sent therewith.

(4) The said statement shall contain particulars

with respect to the following matters—

(a) whether the person making the offer is acting as
principal or agent, and if as agent the name of his
principal and an address in the Colony where that
principal can be served with process;

(b) the date on which and the country in which the
company was incorporated and the address of its office
in the Colony;

(c) the authorised share capital of the company and
the amount thereof which has been issued, the classes
into which it 1s divided and the rights of each class of
shareholders in respect of capital, dividends and
voting ;

(d) the dividends, if any, paid by the company on
each class of shares during each of the three financial
years immediately preceding the offer, and if no
dividend has been paid in respect of shares of any