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Companies Act, 1973 (Act No. 61 of 1973)

Chapter VI: Offering of Shares and Prospectus

Allotment and Acceptance after Offer to the Public

168. Minimum interval before allotment or acceptance

 

 

1)
a) No allotment of shares or acceptance of an offer in respect of shares of a company shall be made in pursuance of a prospectus, and no proceedings shall be taken on applications made in pursuance of a prospectus, until the beginning of the third day after that on which the prospectus is first issued or such later time (if any) as may be specified in the prospectus.
b) The beginning of the said third day or the said later time is in this Chapter referred to as "the time of the opening of the subscription lists or offer".

 

2) For the purposes of subsection (1), the reference therein to the day on which the prospectus is first issued shall be construed as a reference to the day on which it is first issued as a newspaper advertisement, or, if it is not issued as a newspaper advertisement before the third day after that on which it is first issued in any other manner, as a reference to the day on which it is first issued in such other manner.

 

3) The validity of an allotment or acceptance shall not be affected by any contravention of the provisions of subsection (1), but, in the event of any such contravention, the company concerned, and every director and every officer of the company and the offeror, and, if the offeror is a company, every director and every officer thereof who knowingly is a party to the contravention, shall be guilty of an offence.

 

4) An application for shares of a company which is made in pursuance of a prospectus shall not be revocable before the expiration of the third day after the time of the opening of the subscription lists or offer or the giving before the expiration of the said third day, of a public notice under section 160 having the effect of excluding or limiting the liability under that section of the person giving such notice.

 

5) In reckoning any number of days for the purposes of this section, Saturdays, Sundays and public holidays shall not be taken into account.