Section 4
( 1)
of Securities Markets Regulations, 2015
The prospectus shall disclose all the necessary information, depending on the particular nature of the issuer and of the securities being offered to the public, or for which admission to trading on a regulated market is sought, to enable investors to make an informed assessment of the assets and liabilities, financial position, profits and losses, and prospects of the issuer and of the guarantors, if any, of the securities being offered to the public or admitted to trading, as well as the rights attaching to such securities and the conditions in which the securities are issued as set forth in the guidelines issued by the
Authority.
(2)
The information in the registration statement must be presented in a structure that is comprehensible and easy to analyse and must comply with the requirements of these Regulations.
(3)
The prospectus may be drawn up as a single document or as separate documents.
(4)
A prospectus drawn up as a single document shall comprise parts in the following order -
175
(a} a clear and detailed table of contents;
(b)
a prospectus summary provided for under these Regulations;
(c)
identified risk factors linked to the issuer and the type of security covered by the issue;
(d)
any information required by the Authority.
(5)
A prospectus drawn up as separate documents shall include -
(a}
a registration statement or, for the first admission to trading of equity securities, a base document containing information about the issuer;
(b)
a securities note which is a short form information document in any form whatsoever and which contains information on the securities being offered to the public or for which admission to trading on a regulated market is sought; and
(c)
a prospectus summary described in regulation 5.
(6)
An issuer, an offeror or a person requesting admission who already has a registration statement approved by the Authority, must prepare a securities note and a prospectus summary when securities are offered or a request is made for admission to trading.
(7)
When sub·regulation (6) applies, the securities note must provide information that would normally be provided in the registration statement if there has been a material change or a recent development which could affect assessments by investors since the approval of the latest updated registration statement or any supplemental note to the prospectus.
(8)
If an issuer has filed a registration statement that has not been approved by the Authority, the entire documentation, including updated information, shall be subject to approval by the Authority.
(9)
The securities note and the prospectus summary must be submitted for approval by the Authority.
(10)
The prospectus must be drawn up in accordance with disclosures included in the guidelines issued by the Authority for the different categories of securities.
(11)
In situations where one or more of the information items referred to in the guidelines issued by the Authority or equivalent information is not pertinent to the issuer, to the offer or to the securities to which the prospectus relates, the information may be omitted.
176
12th.
2015
Prospectus summary.