Replacement and Supplementary Document
OFS-5.1.10
A supplementary or replacement
prospectus is aprospectus that has the same wording as the originalprospectus , except for the provision of new or additional information, or the correction of deficiencies in the originalprospectus .January 2014OFS-5.1.11
A supplementary or replacement
prospectus must be submitted to the CBB as soon as practicable if, during the validity period of aprospectus , theissuer becomes aware that theprospectus is deficient or outdated in that:(a) Theprospectus contains a material statement that is false or misleading;(b) There is a material omission from theprospectus ;(c) There has been a significant change affecting information in theprospectus ; or(d) A significant new matter has arisen, and theprospectus content requirements would have required information on that matter to have been included in theprospectus , if the matter had arisen when theprospectus was being prepared.January 2014OFS-5.1.12
The supplementary and/or replacement
prospectus must be approved by the CBB and published in summary form in accordance with Article 81(b) of the CBB Law.January 2014OFS-5.1.13
The supplementary or replacement
prospectus may be used to correct, update or add to the originalprospectus at any time before the date of the CBB approval and/or start of theoffering period .January 2014OFS-5.1.14
All supplementary or replacement
prospectuses must contain the following:(a) A statement that it is a supplementary or replacementprospectus ;(b) An identification of theprospectus it supplements or replaces;(c) An identification of any previous supplementary or replacementprospectus in relation to the same offer;(d) A statement that it is to be read together with theprospectus , as well as any previous supplementary or replacementprospectus ; and(e) A responsibility statement from the board of directors of theissuer .January 2014OFS-5.1.15
All supplementary and/or replacement
prospectuses must clearly indicate the changes and revisions made.January 2014OFS-5.1.16
For purposes of Paragraph OFS-5.1.15, such changes must be made clear in all copies provided to the CBB and the investing public.
January 2014