Section 97 Investments and Securities Act 2025

Section 97 of the Investments and Securities Act 2025 is about Meaning of invitation to the public. It is under Part IX (Regulation of Securities) of the Act. It provides as follows:

(1) For the purposes of this Act, an invitation shall be deemed to be an invitation to the public if it is an offer or invitation to make an offer which is —
(a) published, advertised or disseminated by newspaper, broadcasting, cinematograph, electronic or any other means;

(b) made to or circulated among persons whether selected as members or as debenture holders of the company concerned or as clients of the persons making or circulating the invitation or in any other manner;
(c) made to one or more persons upon the terms that the person to whom it is made may renounce or assign the benefit of the offer or invitation or any of the securities to be obtained under it in favour of any other person; or

(d) made to one or more persons to acquire securities dealt in by a securities exchange or in respect of which the invitation states that an application has been or shall be made for permission to deal in those securities on a securities exchange.

(2) Nothing contained in this section shall be taken as requiring any invitation to be treated as an invitation to the public if it can properly be regarded in all circumstances as not being calculated to result, directly or indirectly, in the securities becoming available for subscription or purchase by persons other than those receiving the offer or invitation, or otherwise as being a domestic concern of the persons making and receiving it.

(3) For the purpose of this section, the issuance of any form of application for securities or of any form to be completed on the deposit of money with a company shall be deemed to be an invitation to acquire those shares or to deposit money.