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Prospectus Issue And Statutory Provisions:
A company's shares are legally regarded as goods. Consequently, the common law rule known as "caveat emptor" applied to their sale. In particular, the company as a seller was not bound to say anything to potential buyers which would enable them to assess the risks involved. Buyers were therefore left without a legal remedy if they bought shares which they would not have bought if the relevant material facts had been disclosed by the company's agents. In an attempt to remedy this situation the Companies Act incorporated a number of statutory provisions which must be complied with.
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