Public Offering of Company Securities (Prospectus)
Lodging of a prospectus
A Public company by its nature is allowed to offer its shares/securities to the public for sale.
A Public company before it can offer its shares/securities to the public must register a prospectus which complies with the Companies Act, by getting approval for that prospectus with the relevant exchange for example the Johannesburg Securities Exchange(JSE) if it intends listing, or by the filing of that prospectus with the CIPC. The intention of a prospectus is to provide a potential investor with adequate information to empower the investor to make an informed investment decision.
A prospectus is a document drafted by the company which sets out the details of the investment offering of shares/securities for sale to the public.
It is important to note that the registration of a prospectus by the Companies and Intellectual Property Commission does not indicate any support or qualify the potential investment as a good investment opportunity. Registration merely indicates the compliance of the prospectus to the minimum requirements set out in the Companies Act 71 of 2008 and Regulations as amended.
A prospectus contains factual information of the company that a prospective investor or subscriber of shares/securities in the company will need to make an informed investment decision, for example, but not limited to:-
1.Assets and liabilities
3.Profits and losses
5.Prospects of the company in which a right or interest is to be acquired
6.The shares/securities being offered and the rights attached to them. (The securities include but is not limited to depository receipt in public companies, notes, derivative instruments, bonds, debentures, participatory interests in collective investment schemes and instruments based on an index.)
(See section 100 of the Act)
The prospectus is deemed to be registered by the Commission after it was vetted by the Prospectus Vetting Committee and a Certificate to that effect was issued. The Certificate will be issued for a specific period.
Register as a Customer
To view information on how to register as a customer, click here. If you are already registered as a customer, and know your customer code and password, proceed to step 2.
The registration of a prospectus is done in two phases. In phase one a draft prospectus will be registered at a cost of R2000.00. In phase two the final prospectus will be registered when it complies with relevant legislation at a cost of R5000.00. For the bank account details, click here. Use your customer code as reference when depositing money into the CIPC bank account.
Scan and e-mail
Print and complete form CoR 46.4
Scan and e-mail the completed and signed form, together with the prospectus to firstname.lastname@example.org. A hard copy of the prospectued must also be submitted. It can be posted or handed in at the designated drop off box situated at the Self Service Terminal at the Sunnypark Self Service Terminal (SST).