Sri Lanka Consolidated Acts

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Companies Act (No. 17 of 1982) - Sect 52

Applications for, and allotment of, shares and debentures

52.
(1) No allotment shall be made of any shares in, or debentures of, a company in pursuance of a prospectus issued generally and-no proceedings shall be taken on applications made in pursuance of a prospectus so issued, until commencement of the third day after that on which the prospectus is first so issued or such later time (if any) as may be specified in the prospectus. The commencement of such third day or such later time as aforesaid is hereafter in this Act referred to as " the time of the opening of the subscription lists ".
(2) The reference in subsection (1) to the day on which the prospectus is first issued generally shall be construed as referring to the day on which it is first so issued as a newspaper advertisement:
(3) The validity of an allotment shall not be affected by any contravention of the preceding provisions of this section but, in the event of any such contravention, the company, and every officer of the company who is in default shall be guilty of an offence and shall be liable to a fine not exceeding five thousand rupees.
(4) In the application of this section to a prospectus offering shares or debentures for sale, the preceding subsections shall have effect with the substitution for a reference to allotment, of a reference to sale, and for the reference to the company and every officer of the company who is in default, of a reference to any person by or through whom the offer is made and who knowingly and wilfully authorizes or permits the contravention.
(5) An application for shares in or debentures of a company which is made in pursuance of a prospectus issued generally shall not be revocable until after the expiration of the third day from the date of the opening of the subscription lists, or the giving before the expiration of the said third day, by some person responsible under the provisions of section 45 for the prospectus, of a public notice having the effect under that section of excluding or limiting the responsibility of the person giving it.
(6) In reckoning for the purposes of this section the third day after any day, any intervening day which is a bank holiday or public holiday in Sri Lanka shall be disregarded, and if the third day (as so reckoned) is itself such a bank or public holiday there shall for the said purposes be substituted the first day thereafter which is none of them.


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