Companies Act 2014 section 1361

Local offers

Section 1361 sets out the mandatory disclosure statements and other requirements that must be included in offering documents prepared for local offers of securities to the public in Ireland valued at less than €5,000,000.

• Offering documents for local offers must carry a prominent front-page warning that the document has not been prepared under EU Prospectus Regulation 2017/1129 and has not been reviewed by any regulatory authority in Ireland or any other EU or EEA state
• Additional risk warnings must be included covering matters such as the unreliability of past or simulated performance, the possibility that investments may fall in value, potential income fluctuations, exchange rate risks, and difficulties in selling or realising certain securities
• The offering document must not contain misleading information about past or future performance, must not misrepresent security or business performance, and must not describe a security as guaranteed unless an enforceable third-party guarantee is genuinely in place on matching terms
• Any limitation on the liability of the issuer, its directors, or named advisers must be clearly disclosed, and a copy of the offering document for a PLC or intended PLC must be filed with the Registrar before publication