Prospective
(1)This Part of this Act applies to any investment—
(a)which is not listed, or the subject of an application for listing, in accordance with Part IV of this Act; and
(b)falls within paragraph 1, 2, 4 or 5 of Schedule 1 to this Act.
(2)In the application of those paragraphs for the purposes of subsection (1) above—
(a)paragraphs 4 and 5 shall have effect with the omission of references to investments falling within paragraph 3; and
(b)paragraph 4 shall have effect as if it referred only to instruments issued by the person issuing the investment to be subscribed for.
(3)In this Part of this Act—
“issuer”, in relation to any securities, means the person by whom they have been or are to be issued except that in relation to a certificate or other instrument falling within paragraph 5 of Schedule 1 to this Act it means the person who issued or is to issue the securities to which the certificate or instrument relates;
“securities” means investments to which this section applies.
(4)For the purposes of this Part of this Act an advertisement offers securities if—
(a)it invites a person to enter into an agreement for or with a view to subscribing for or otherwise acquiring or underwriting any securities; or
(b)it contains information calculated to lead directly or indirectly to a person entering into such an agreement.
(5)In this Part of this Act “the registrar of companies”, in relation to any securities, means—
(a)if the securities are or are to be issued by a company incorporated in Great Britain, the registrar of companies in England and Wales or the registrar of companies in Scotland according to whether the company’s registered office is in England and Wales or in Scotland;
(b)if the securities are or are to be issued by a company incorporated in Northern Ireland, the registrar of companies for Northern Ireland;
(c)in any other case, any of those registrars.
(6)In this Part of this Act “approved exchange”, in relation to dealings in any securities, means a recognised investment exchange approved by the Secretary of State for the purposes of this Part of this Act either generally or in relation to such dealings, and the Secretary of State shall give notice in such manner as he thinks appropriate of the exchanges which are for the time being approved.