law: Companies Act, 1956
  Sec 64    -    
  
  Document containing offer of shares or debentures for sale to be deemed
  
  prospectus 
  (1) Where a company allots or agrees to allot
  
  any shares in or debentures of the company with a view to all or any of those
  
  shares or debentures being offered for sale to the public, any document by
  
  which the offer for sale to the public is made shall, for all purposes, be
  
  deemed to be a prospectus issued by the company ; and all enactments and rules
  
  of law as to the contents of prospectuses and as to liability in respect of
  
  statements in and omissions from prospectuses, or otherwise relating to
  
  prospectuses, shall apply with the modifications specified in sub-sections (3),
  
  (4) and (5), and have effect accordingly, as if the shares or debentures had
  
  been offered to the public for subscription and as if persons accepting the
  
  offer in respect of any shares or debentures were subscribers for those shares
  
  or debentures, but without prejudice to the liability, if any, of the persons
  
  by whom the offer is made in respect of mis-statements contained in the
  
  document or otherwise in respect thereof.
  (2) For the purposes of this Act, it shall,
  
  unless the contrary is proved, be evidence that an allotment of, or an
  
  agreement to allot, shares or debentures was made with a view to the shares or
  
  debentures being offered for sale to the public if it is shown - 
  (a) that an offer of the shares or debentures
  
  or of any of them for sale to the public was made within six months after the
  
  allotment or agreement to allot ; or
  (b) that at the date when the offer was made,
  
  the whole consideration to be received by the company in respect of the shares
  
  or debentures had not been received by it.
  (3) Section 56 as applied by this section
  
  shall have effect as if it required a prospectus to state in addition to the
  
  matters required by that section to be stated in a prospectus - 
  (a) the net amount of the consideration
  
  received or to be received by the company in respect of the shares or
  
  debentures to which the offer relates ; and
  (b) the place and time at which the contract
  
  under which the said shares or debentures have been or are to be allotted may
  
  be inspected.
  (4) Section 60 as applied by this section
  
  shall have effect as if the persons making the offer were persons named in a
  
  prospectus as directors of a company.
  (5) Where a person making an offer to which
  
  this   section relates is a company or a firm, it shall be sufficient if
  
  the document referred to in sub-section (1) is signed on behalf of the company
  
  or firm by two directors of the company or by not less than one-half of the
  
  partners in the firm, as the case may be ; and any such director or partner may
  
  sign by his agent authorized in writing.