INVESTMENTS AND SECURITIES ACT

Section 82: Document with offer of securities for sale to be deemed a prospectus.

2007Section 82 of 316Federal Republic of Nigeria

(1) Where a company allots or agrees to allot any securities in the company with a view to all or any of those securities being offered for sale to the public, any document by which the offer for sale to the public is made shall for all purposes be deemed to be a prospectus issued by the company, and all enactments and rules of law as to the statements in and omissions from prospectus or otherwise relating to a prospectuses, shall apply and have effect accordingly as if:
(a) the securities have been offered to the public for subscription; and
(b) persons accepting the offer in respect of any shares, are subscribers for those securities but without prejudice to the liability, if any, of the persons by whom the offer is made, in respect of mis-statements contained in the document or otherwise.
(2) For the purposes of this Act shall, unless the contrary is proved, be evidence that an allotment of, or an agreement to allot securities was made with a view to the shares being offered for sale to the public if it is shown:
(a) that an offer of all or any part of the securities for sale to the public was made within six months after the allotment or agreement to allot; or
(b) that at the date when the offer was made the whole consideration to be received by the company in respect of the securities had been so received.
(3) The provisions of section 73 of this Act as applicable to this section shall have effect as if it requires a prospectus to state in addition to the matters required by that section to be stated in a prospectus, the following:
(a) the amount of the consideration received by the company in respect of the securities to which the offer relates; and
(b) the place and time at which the contract under which the said securities have been or are to be allotted may be inspected, and section 80 of this Act as applied by this section shall have effect as though the persons making the offer were named in a prospectus as directors of that company.
(4) Where a person making an offer to which this section relates is a company it shall be sufficient if the document is signed on behalf of the company by two directors of the company or by such other persons as may be authorised in writing by the company.

Cite this section

Section 82, INVESTMENTS AND SECURITIES ACT (2007).

https://repo.podus.ai/laws/investments-and-securities-act/section/82/