Companies Act Section 389 — Registration of prospectus
CHAPTER XXII COMPANIES INCORPORATED OUTSIDE INDIA
Commercial / Corporate
Summary
No person may issue, circulate, or distribute in India any prospectus that offers subscription in securities of a company incorporated or to be incorporated outside India, whether or not that company has established, or will establish, a place of business in India. This ban applies unless, before the prospectus is issued, circulated, or distributed in India, a copy of it has been delivered for registration to the Registrar. That copy must be certified by the chairperson of the company and two other directors as having been approved by a resolution of the managing body. The prospectus must also state on its face that a copy has been so delivered, and the copy must have endorsed on or attached to it any consent to the issue of the prospectus required by section 388, along with any other documents that may be prescribed.
Official Text
No person shall issue, circulate or distribute in India any prospectus offering for subscription in securities of a company incorporated or to be incorporated outside India, whether the company has or has not established, or when formed will or will not establish, a place of business in India, unless before the issue, circulation or distribution of the prospectus in India, a copy thereof certified by the chairperson of the company and two other directors of the company as having been approved by resolution of the managing body has been delivered for registration to the Registrar and the prospectus states on the face of it that a copy has been so delivered, and there is endorsed on or attached to the copy, any consent to the issue of the prospectus required by section 388 and such documents as may be prescribed.