Companies (Winding Up and Miscellaneous Provisions) Ordinance

(1)
No allotment shall be made of any shares in or debentures
                    of a company in pursuance of a prospectus issued generally and no proceedings
                    shall be taken on applications made in pursuance of a prospectus so issued,
                    until the beginning of the 3rd day after that on which the prospectus is first
                    so issued or such later time (if any) as may be specified in the
                    prospectus.
The beginning of the said 3rd day or such later time as
                    aforesaid is hereafter in this Ordinance referred to as
the time of the
                            opening of the subscription lists
.
(2)
Subject to
section 38A
, no allotment shall be made of any shares in or debentures of a company in pursuance of a prospectus issued generally later than 30 days after the day on which the prospectus is first so issued.
(Amended
86 of 1992 s. 9
)
(3)
In subsections (1) and (2), the references to the day on which the prospectus is first issued generally shall be construed as referring to the day on which it is first so issued as a newspaper
advertisement:
Provided that, if it is not so issued as a newspaper advertisement before the 3rd day after that on which it is first so issued in any other manner, the said reference shall be construed as referring to the day on which it is first so issued in any manner.
(4)
The validity of an allotment shall not be affected by any contravention of the foregoing provisions of this section but, in the event of any such contravention, the company and every officer of the company who is in default shall be liable to a fine.
(Amended
7 of 1990 s. 2
)
(5)
In the application of this section to a prospectus offering shares or debentures for sale, the foregoing subsections shall have effect with the substitution of references to sale for references to allotment, and with the substitution for the reference to the company and every officer of the company who is in default of a reference to any person by or through whom the offer is made and who knowingly and wilfully authorizes or permits the contravention.
(6)
An application for shares in or debentures of a company which is made in pursuance of a prospectus issued generally shall not be revocable until after the expiration of the 5th day after the time of the opening of the subscription lists, or the giving before the expiration of the said 5th day, by some person responsible under
section 40
for the prospectus, of a public notice having the effect under that section of excluding or limiting the responsibility of the person giving it.
(7)
In reckoning for the purposes of this section and
section 44B
the 3rd or 5th day after another day, any intervening day which is a Saturday or Sunday or which is a general holiday in Hong Kong shall be disregarded, and if the 3rd or 5th day (as so reckoned) is itself a Saturday or Sunday or such a holiday there shall for the said purposes be substituted the 1st day thereafter which is none of them.
(Amended
6 of 1984 s. 259
)