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Dubai Financial Services Authority (DFSA): Contents

Dubai Financial Services Authority (DFSA)
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Rulebook Modules
Markets Rules (MKT) [VER14/02/19]
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  • MKT 2.10 Prospectus Liability

    • MKT 2.10.1

      (1) For the purposes of Article 15(5)(b) of the Law, the following PersonsG are, subject to (2), prescribed as liable for a ProspectusG and its content:
      (a) the IssuerG ;
      (b) the PersonG making a Prospectus OfferG , if it is not the IssuerG ;
      (c) where the PersonG in (a) or (b) is a Body Corporate:
      (i) each PersonG who is a DirectorG of that Body CorporateG at the time when the Prospectus OfferG is being made; and
      (ii) each PersonG who has consented to be named, and is named, in the ProspectusG as a DirectorG or as having agreed to become a DirectorG of that body either immediately or at a future time,
      unless the Prospectus OfferG is in relation to the issue of DebenturesG ;
      (d) each PersonG who accepts, and is stated in the ProspectusG as having accepted responsibility for the ProspectusG or for any part thereof;
      (e) each PersonG who is deemed to accept responsibility for any part of a ProspectusG under these RulesG ;
      (f) if there is a guarantor or obligor in relation to the issue of SecuritiesG :
      (i) the guarantor in relation to the information in the ProspectusG that relates to the guarantor or its guarantee; or
      (ii) the obligor in relation to the information in the ProspectusG that relates to the obligor or its obligations; and
      (g) each PersonG not falling within any of the foregoing paragraphs who has authorised the contents of the ProspectusG or any part thereof.
      (2) If the Prospectus OfferG is in relation to the issue of DebenturesG the PersonG described in (1)(c) is not, under this RuleG , liable for the relevant ProspectusG and its contents.
      (3) A PersonG who has accepted liability for or authorised only part of the content of any ProspectusG under (1)(c) or (d) is liable only for that part and only if it is included substantially in the same form and context as the PersonG agreed to for inclusion in the ProspectusG .
      (4) Nothing in (1) makes a PersonG liable for any part of a ProspectusG by reason only of giving advice as to its content in a professional capacity to a PersonG specified in (1)(a) to (e).
      Derived from RM81/2011 (Made 30th November 2011). [VER1/11-11]
      [Amended] DFSA RM120/2013 (Made 14th July 2013). [VER4/07-13]

    • MKT 2.10.2

      (1) For the purposes of liability under Article 24(1) of the Law, an ExpertG is a PersonG accepting responsibility for any statement or report included in whole or in part in a ProspectusG if he has given written consent to such inclusion.
      (2) An ExpertG in (1) is a PersonG , in relation to a matter, whose profession or reputation gives authority to a statement or report made by him in relation to that matter.
      Derived from RM81/2011 (Made 30th November 2011). [VER1/11-11]

    • MKT 2.10.3

      A PersonG responsible for making a Prospectus OfferG must:

      (a) keep a record of any consent received under Rule 2.10.2(1); and
      (b) include a statement in the ProspectusG that the ExpertG has consented to the inclusion of his statement or report.
      Derived from RM81/2011 (Made 30th November 2011). [VER1/11-11]