Secretarial practice

Bibliographic data

Monograph

Identifikator:: 1828236004

URN:: urn:nbn:de:zbw-retromon-249926

Document type:: Monograph

Title:: Secretarial practice

Edition:: fourth edition

Place of publication:: Cambridge

Publisher:: W. Heffer & Sons Ltd

Year of publication:: 1930

Scope:: viii, 987 Seiten

Digitisation:: 2022

Collection:: Economics Books

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Chapter

Document type:: Monograph

Structure type:: Chapter

Title:: Chapter VI. Prospectus and allotment

Collection:: Economics Books

32 SECRETARIAL PRACTICE to the effect that no receipt will be issued for the application money; the receipt being provided in the allotment letter or letter of regret. "No form of application can lawfully be issued unless accompanied by a prospectus complying with s. 35, except (I) in connection with a bond fide invitation to underwrite, (2) in relation to shares or debentures not offered to the public [s. 35 (3)],—as to meaning of public, see p. 44— and (3) having regard to s. 35 (5) where the offer is made to existing shareholders or debenture holders of the company concerned. The effect of s. 35 (3) is clearly to make the issue of an application form with the usual abridged prospectus published in the newspapers. illegal; and a breach of the subsection involves liability to a penalty of £500 for each breach; semble, every issue of a form is a separate breach. As appears above, the prohibition does not apply to forms of application for private subscriptions, but great care will be necessary to make sure that the invitation cannot be construed as an invitation to the public. This sub- section, unlike the corresponding section applicable to foreign companies [s. 354 (1) (b)] does not contain the words ‘or an intended company,” but having regard to s. 35 (1) it will probably be construed as applying to forms of application for shares in an intended company and to forms of application for the purchase of shares as well as to forms of application to subscribe for shares. In Appendix F will be found the following application forms: — No. 8. Application for bonds or stock. No. 9. Application for shares, where no receipt for ap- plication money is issued. No. 10. Application for shares, with receipt for application money attached. All the above forms refer to the prospectus and embody its terms and conditions. as part of the contract. Nos. g and 10 also refer to the memorandum and articles, the terms and conditions of which are also expressly embodied in the contract. The applicant, however, when registered as a member, would necessarily become bound by them. No. 8 does not refer to the memorandum and articles. The bond- holder, or debenture stock holder, will be a creditor and not a member of the company. None the less the memoran- dum and articles are public documents, and he is fixed with knowledge of their contents. On receipt of the applications, the secretary will have a series of application and allotment sheets prepared by. his

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