Back to Search

Prospectus liability in capital markets law

Title	Prospectus liability in capital markets law
Author	İslamoğlu, Gülşah
Publication Date:	2018-11
Subject	Law, Prospectus, Disclosure, Civil liability from prospectus, Public offering, Issuer, Investor
Type	Document
Language	Turkish
Digital	Yes
Manuscript	No
Library:	Özyeğin University
Record ID	e4d1a590-28af-4a53-9d99-74dbe61d2979
Library Location	Department of Public Law
Date	2018-11
Sample Text	An invitation made through any means to purchase capital market instruments is called a public offering. When capital market instruments are offered to the public, a prospectus document must be prepared. The prospectus is the most important public disclosure document through which investors can obtain information about capital market instruments offered to the public and their issuers. It is extremely important for the protection of investors that the information disclosed in the prospectus is accurate and reflects the truth fairly. In Turkish law, the legal liability arising from the prospectus is specifically regulated in accordance with the principles in the EU Directive and contemporary approaches, and in a way that protects investor rights. In accordance with the regulation in Article 10 of the Capital Markets Law No. 6362, the issuer is primarily responsible for damages arising from incorrect, misleading or incomplete information in the prospectus. This liability of the issuer is a liability that is not based on fault. However, the public offerors, the leading intermediary institution intermediating the issue, the guarantor, if any, and the board members of the issuer are responsible. In cases where the damage cannot be compensated by the issuer, the responsibility is assigned to these persons. In this context, they are only responsible to the extent that the damage can be attributed to them, depending on their faults and the requirements of the situation. This thesis on "Prospectus Liability in Capital Markets Law" consists of three main headings. In the first chapter, under the title "Prospectus and Public Offering", the definition of the prospectus, its legal nature and the explanation of the prospectus are explained. In the second part, under the title "Legal Basis of Capital Market Instruments and Prospectus Liability", types of capital market instruments, legal provisions regulating liability towards third parties, tort liability, contract-like liability situations and fiduciary liability are mentioned. In the third part, under the title "Compensation for Damage", the conditions for compensating the third party for the damage, the plaintiffs of the compensation cases to be filed, the defendants, the conditions of liability, the burden of proof, the calculation of the compensation, the competent and competent court and the statute of limitations are discussed., Public offering is referred to calls made by all means for the purchase of capital market instruments. When public offering of that instruments, prospectus document that must be held. The prospectus is the most important public disclosure document that investors can obtain information of capital market instruments publicly held and their issuers. From this perspective, it is extremely important that the information declared in the prospectus is accurate and reflects the truth in an honest way for the protection of investors. Civil liability from prospectus is specially regulated in Turkish Law in according to the EU Directive and contemporary approaches, including protective provisions for investors. According to regulation laid in the Article 10 of the Capital Markets Law of Turkey, No: 6362, the issuer is firstly liable for the losses arising from the inaccurate, misleading and incomplete information included in the prospectus. The liability of the issuer is an absolute liability, not based on fault. However, the guarantor, the members of the board of directors of the issuer and the intermediary institution have been held liable in case when the loss cannot be compensated by the issuer. In this framework, they are liable to the extent of their fault and to the extent of the losses can be attributed to them according to the necessities of the situation. This thesis entitled "Prospectus Liability In Capital Markets Law" examines legal liabilities of the auditors in three parts. The first part is "Prospectus and Public Offering". Under this title, examined definition of prospectus, legal nature of prospectus, disclosure of prospectus. The second part is "Instruments and The Basics of Civil Liability from Prospectus". Under this title, examined types of capital market instruments, legal provisions regulating the liability towards third parties, tort law, liability under quasi contract and liability arising from trust. The third part is "Indemnification of the Third Party's Loss". Under this title, examined the conditions of indemnification of the third party's loss, parties of the actions for the damages, conditions for the responsibilities, the burden of proof, the calculation of the indemnification, competent court and prescription.

View in source Özyeğin University Özyeğin University - Ottoman library catalog search

Özyeğin University

Prospectus liability in capital markets law

Author İslamoğlu, Gülşah

Publication Date 2018-11

Subject Law, Prospectus, Disclosure, Civil liability from prospectus, Public offering, Issuer, Investor

Type Document

Language Turkish

Digital Yes

Manuscript No

Library Özyeğin University

Record ID e4d1a590-28af-4a53-9d99-74dbe61d2979

Library Location Department of Public Law

Date 2018-11

Sample Text An invitation made through any means to purchase capital market instruments is called a public offering. When capital market instruments are offered to the public, a prospectus document must be prepared. The prospectus is the most important public disclosure document through which investors can obtain information about capital market instruments offered to the public and their issuers. It is extremely important for the protection of investors that the information disclosed in the prospectus is accurate and reflects the truth fairly. In Turkish law, the legal liability arising from the prospectus is specifically regulated in accordance with the principles in the EU Directive and contemporary approaches, and in a way that protects investor rights. In accordance with the regulation in Article 10 of the Capital Markets Law No. 6362, the issuer is primarily responsible for damages arising from incorrect, misleading or incomplete information in the prospectus. This liability of the issuer is a liability that is not based on fault. However, the public offerors, the leading intermediary institution intermediating the issue, the guarantor, if any, and the board members of the issuer are responsible. In cases where the damage cannot be compensated by the issuer, the responsibility is assigned to these persons. In this context, they are only responsible to the extent that the damage can be attributed to them, depending on their faults and the requirements of the situation. This thesis on "Prospectus Liability in Capital Markets Law" consists of three main headings. In the first chapter, under the title "Prospectus and Public Offering", the definition of the prospectus, its legal nature and the explanation of the prospectus are explained. In the second part, under the title "Legal Basis of Capital Market Instruments and Prospectus Liability", types of capital market instruments, legal provisions regulating liability towards third parties, tort liability, contract-like liability situations and fiduciary liability are mentioned. In the third part, under the title "Compensation for Damage", the conditions for compensating the third party for the damage, the plaintiffs of the compensation cases to be filed, the defendants, the conditions of liability, the burden of proof, the calculation of the compensation, the competent and competent court and the statute of limitations are discussed., Public offering is referred to calls made by all means for the purchase of capital market instruments. When public offering of that instruments, prospectus document that must be held. The prospectus is the most important public disclosure document that investors can obtain information of capital market instruments publicly held and their issuers. From this perspective, it is extremely important that the information declared in the prospectus is accurate and reflects the truth in an honest way for the protection of investors. Civil liability from prospectus is specially regulated in Turkish Law in according to the EU Directive and contemporary approaches, including protective provisions for investors. According to regulation laid in the Article 10 of the Capital Markets Law of Turkey, No: 6362, the issuer is firstly liable for the losses arising from the inaccurate, misleading and incomplete information included in the prospectus. The liability of the issuer is an absolute liability, not based on fault. However, the guarantor, the members of the board of directors of the issuer and the intermediary institution have been held liable in case when the loss cannot be compensated by the issuer. In this framework, they are liable to the extent of their fault and to the extent of the losses can be attributed to them according to the necessities of the situation. This thesis entitled "Prospectus Liability In Capital Markets Law" examines legal liabilities of the auditors in three parts. The first part is "Prospectus and Public Offering". Under this title, examined definition of prospectus, legal nature of prospectus, disclosure of prospectus. The second part is "Instruments and The Basics of Civil Liability from Prospectus". Under this title, examined types of capital market instruments, legal provisions regulating the liability towards third parties, tort law, liability under quasi contract and liability arising from trust. The third part is "Indemnification of the Third Party's Loss". Under this title, examined the conditions of indemnification of the third party's loss, parties of the actions for the damages, conditions for the responsibilities, the burden of proof, the calculation of the indemnification, competent court and prescription.