Section 506, The Companies Act, 2009

(1) The Commission shall not register a prospectusunless- (a) the prospectus has been approved by it; (b) the prospectus complies with the requirements of this Act and any regulations made under it; (c ) there is also filed with the Commission a copy of- (i) every consent required by subsection (1) of section 503 to the issue of the prospectus; (ii) every material contract referred to in the prospectus or, in the case of a contract not reduced into writing, a declaration giving full particulars of the contract; (d) where a prospectus relates to securities dealt in on an approved stock exchange or states that the application has been or will be made to an approved stock exchange for permission to deal in the securities to which 366 367 Expert’s statements in Prospectus on invitation to the public to acquire or dispose of securities. Contract in prospectus, etc., not to be varied without leave. of prospectus. it relates, the prospectus shall be accompanied by a certificate from the approved stock exchange that the prospectus has been scrutinised by the stock exchange, and that the exchange’s requirements relating to its contents have been satisfied. (2) Every issuer of securities shall– (a) cause a copy of every document referred to in paragraph (c) of subsection (1) to be deposited, not later than 3 days after the prospectus is registered, at its registered office (where it is required to have one) or at its principal place of business; and (b) keep every copy, for a period of at least 6 months after the registration of the prospectus, for the inspection by investors, members and creditors. (3) The Commission shall keep and maintain a register of prospectuses on which all prospectuses registered under this section shall be entered. (4) The Commission shall forthwith upon registering a prospectus of a company send a copy of the prospectus to the Securities and Exchange Commission or equivalent body. (5) Where the Commission has refused to register a prospectus, the person who has delivered a prospectus for registration may apply to the court which, after hearing the applicant, the Commission and such evidence as they may call, may either order the Commission to register the prospectus or may dismiss the application and prohibit any person before the court from publishing the prospectus before it has been amended to the satisfaction of the