Write notes on the following : (iii) Deemed prospectus

Under section 25(1) of the Companies Act, 2013, when a company allots or agrees to allot any securities of the company with a view to all or any of those securities 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. In such cases, all enactments and rules of law as to the contents of prospectus and as to liability in respect of mis-statements, in and omissions from, prospectus, or otherwise relating to prospectus, shall apply with the modifications specified in the sub-sections (3) and (4) shall have effect accordingly, as if the securities had been offered to the public for subscription and as if persons accepting the offer in respect of any securities were subscribers for those securities, 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. Section 25(2) provides that for the purposes of this Act, it shall unless the contrary is proved, be evidence that an allotment of, or an agreement to allot, securities was made with a view to securities being offered for sale to the public if it is shown: (A) that an offer of securities 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 securities had not been received by it.