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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Document type:: Monograph

Structure type:: Chapter

Title:: Chapter VII. Offers for sale and kindered matters

Collection:: Economics Books

bo SECRETARIAL PRACTICE agent) of any shares for purchase, unless the offer is accom- panied by a statement in writing (which must be signed by the person making the offer and dated) containing such par- ticulars as are required’ by sub-section 4 of the section, ‘to be included therein and otherwise complying with the require- ments of this section, or, in the case of shares in a company incorporated outside Great Britain, either by such a state- ment as aforesaid or by a prospectus complying with ss. 354 and 355. The language of s. 356 (2) seems wide enough to cover offers to members of the public even though made to the public generally and accompanied by application forms, notwith- standing that if the offer is accompanied by an application form it would appear to be necessary also to issue therewith a prospectus. See ss. 35 (3) and 354 (I). The expression ‘shares’ in this section means the shares of any company, whether a company within the meaning of the Act or not, and includes debentures and units [s. 356 (7)]. Accordingly shares and debentures of any company, wherever or however, incorporated, are within the ambit of the section. The written statement must not contain any matter other than the particulars required by sub-section 4 of the section and must be in characters at least as large and legible as any included in the offer or in any document sent therewith. In this section the word ‘public’ is given a wide meaning, for it is expressly provided that ‘a person shall not in relation to a company be regarded as not being a member of the public by reason only that he is a holder of shares in the company or a purchaser of goods from the company.” The section affords no guide as to what will prevent a person being regarded as a member of the public. See p. 44. The exceptions referred to in s. 356 (2) are (1) 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 recognised stock exchange in Great Britain and the offer so states and specifies the stock exchange, (2) 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, (3) 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. The Act does not define ‘regular business,” but obviously one or two isolated transactions would not amount to regular business. An offer for sale of shares within the second exception, though exempt from s. 356 will be within the ambit either of

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