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CA Intermediate · Corporate and Other Laws · Prospectus and Allotment of Securities

Karthik Textiles Ltd allotted shares to the public. The shares were to be listed on a recognised stock exchange, and the prospectus stated that an application had been made for listing. The stock exchange rejected the listing application on the 10th day after the closing of the subscription list. What is the effect on the allotment under the Companies Act, 2013?

The allotment is void. Where the stock exchange refuses permission to deal in the securities offered under the prospectus, the allotment is treated as void and the company must repay all application money within the prescribed time. Delay makes the directors jointly and severally liable with interest.

  1. AThe allotment is valid and the company need only pay interest
  2. BThe allotment is void, and the company must repay all application money received within the prescribed timeCorrect
  3. CThe allotment becomes voidable only at the option of the company
  4. DThe allotment stands valid provided the shareholders ratify it in a general meeting

Explanation

If permission for dealing on the stock exchange is refused, any allotment made on the basis of that prospectus becomes void. The company must repay the money received from applicants within the prescribed time, failing which directors are liable to repay with interest. It is not a matter for ratification by members.

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