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Question
Study the following case/situation and express your opinion:
A company stated in its prospectus that it has been making profits since the last 5 years. However, Mr. X. an investor found out that two years back the company had not made any profit. The prospectus was filed with the ROC on 1 st Jan 2017 and was issued to the public on 10th Feb 2018.
a) Can Mr. X state that there was a misstatement in the prospectus?
b) If found guilty which two types of liability will the company and its officers face?
c) Can the prospectus be valid for issue to the public on 10th Feb 2018?
Solution
(a) Mr. X can state that there was a misstatement in the prospectus.
(b) If found guilty the company and its officers will face civil liability and criminal liability for misstatement in the prospectus.
(c) Prospectus cannot be valid for the issue to the public on 10th February 2018.
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RELATED QUESTIONS
Select the correct answer from the option given below and rewrite the sentence.
_______is a primary document of the company which contains the aims and objectives of the company.
Select the correct answer from the option given below and rewrite the sentence.
Any act done by the company beyond the powers of Memorandum is called as _______.
Select the correct answer from the option given below and rewrite the sentence.
_________ acts are void or legally ineffective.
Select the correct answer from the option given below and rewrite the sentence.
_________ clause contains the details of liability of the members.
Match the pairs:
| Group ‘A’ | Group ‘B’ |
| a) Capital clause | 1. Details of capital structure of a company |
| b) Liability clause | 2. Used for multiple issue of shares |
| c) Acts beyond the powers of Memorandum | 3. Abridged Prospectus |
| d) Red Herring Prospectus | 4. Describes main objectives |
| e) Shelf Prospectus | 5. Used for Rights Issue |
| 6. Incomplete Prospectus | |
| 7. Ultra Vires | |
| 8. Doctrine of Indoor management | |
| 9. Extent of liability of members | |
| 10. Articles of Association |
Write a word or a term or a phrase which can substitute the following statement:
Primary document of a company which states aims and objectives of a company.
Write a word or a term or a phrase that can substitute the following statement:
The document is subordinate to the Memorandum of Association.
Write a word or a term or a phrase which can substitute the following statement:
Term used for acts beyond the scope of Memorandum of Association.
Write a word or a term or a phrase which can substitute the following statement:
Last clause of Memorandum which contains name, signature, and other details of all the subscribers to the Memorandum.
Write a word or a term or a phrase which can substitute the following statement:
Prospectus attached with every share application form.
Write a word or a term or a phrase which can substitute the following statement:
Prospectus used for multiple issue of shares within a year.
State whether the following statement is True or False:
Any act done by the company beyond the powers of Memorandum is Ultra Vires.
State whether the following statement is True or False:
Memorandum need not have a Liability Clause.
State whether the following statement is True or False:
Prospectus must be issued within 1 year from the date of tiling it with the ROC.
Select the correct option from the given options:
| Group A | Group B |
| Liability clause | ___________ |
Select the correct option from the given options:
| Group A | Group B |
| Incomplete prospectus | ___________ |
Explain the following term/concept.
Liability clauses
Explain the following term/concept.
Capital clauses
Study the following case/situation and express your opinion:
A Company plans to offer Rights Issue.
a) Which document must it send to its shareholders for offering the Rights Issue?
b) Instead of Rights Issue, if the company wants to issue shares to the public, which document must it issue for inviting the public to subscribe for it?
c) Name the document which is called as incomplete prospectus.
