Guide for Going Public – Listing on the BSE 2011 The Commission can refuse to approve a prospectus for a number of reasons set out in Section 70 of the Securities Act. When a prospectus is not required The Securities Act Cap 318A sets out specific instances when a prospectus is not required. Your legal adviser must decide whether or not the prospectus requirement provisions apply on a case-by-case basis. Reporting issuer It must be noted that any Company who proposes to issue securities to the public must register with the Commission as a “Reporting Issuer”. The securities must also be registered with the Commission. These requirements are set out from Section 57-60 of the Securities Act.
The Underwriter’s Role What is underwriting? Underwriting is defined as the process by which financial institutions will commit to raise capital for corporations and governments that are issuing debt or equity securities from institutional and individual investors on their behalf. Key role of the Underwriter Provides commitment to Company that funds expected from the IPO will be received regardless of whether the shares are sold successfully. As a result the underwriter: Assists with the structuring of the transaction Determines the proper timing & marketability factors of the offering (competing for limited investment dollars) Assists with pricing of shares for IPO Travel on “Road Shows” with Company Executives giving details of the Issuing Company Prepares Offering Document & files them with Financial Services Commission and other regulatory bodies 14 | P a g e