Companies Act (Cap. 386)
Companies Act (Cap. 386), article 94
94. (1) The persons who are responsible for or who have
authorised the issue of a prospectus shall be jointly and sever ally
liable for any damage sustained by a person subscribing for sha res
or debentures on the faith of that prospectus, by reason of any
untrue statement included therein.
(2) No person shall be liable under this article if -
(a) he proves that he had reasonable grounds to believe
and did, up to the time of the allotment of the shares or
debentures believe, that the statement was true; or
(b) he proves, as regards an untrue statement made by an
expert, that he had reasonable grounds to believe and
did, up to the time of the allotment of the shares or
60 CAP. 386.] COMP ANIES
debentures believe, that the person making the
statement was compet ent to make it; or
(c) on becoming aware of the untrue statement before any
allotment is made under the prospectus, he gave
reasonable public notice of the untruthfulness of the
statement.
(3) No person shall be liable for statements made in the summary
referred to in Part A of the Se cond Schedule, including the tra nslation
thereof, except when such statem ents are misleading, inaccurate or
inconsistent, when read together with the other parts of the pr ospectus,
or if it does not provide, when r ead together with the other pa rts of the
prospectus, key information in o rder to aid investors when cons idering
whether to invest in such secur ities. The summary shall contain a clear
warning to that effect.
Document
containing offer of
shares or
debentures for sale
to be deemed
prospectus.
Amended by:
IV . 2003.53.
Text read from the consolidated PDF published by Legislation Malta. Tables, figures and marginal notes may be incomplete or out of place: the official PDF is authoritative. General information, not legal, tax or accounting advice.