Section 154. Requirement to register and lodge prospectus

(1) A prospectus to which this Subdivision applies shall not be issued, circulated or distributed by any person unless—

(a) the prospectus has first been registered by the Registrar; and

(b) the prospectus has complied with the provisions of this Act.

(2) A prospectus registered with the Securities Commission under the Capital Markets and Services Act 2007 shall be lodged with the Registrar before the date of issue of the prospectus.

(3) A person shall not issue, circulate or distribute any form of application for shares in or debentures of a corporation unless—

(a) he is authorized in writing by the Registrar; and

(b) the form is accompanied with a copy of a prospectus which has been registered by the Registrar.

(4) Subsection (2) shall not apply to the form of application if—

(a) the form is issued, circulated or distributed in connection with shares or debentures which are not offered to the public;

(b) the form is issued, circulated or distributed in connection with a take-over offer which complies with the provisions of the relevant law applicable to such offers; or

(c) the form is issued, circulated or distributed in connection with shares which are offered for purchase or subscription by employees of a corporation or its related corporation in accordance with a scheme approved by the Registrar.

(5) Any person who contravenes this section commits an offence and shall on conviction, be liable to imprisonment not exceeding five years or to a fine not exceeding one million ringgit or to both.