# Abridged Prospectus (Section 33)

## Meaning — Section 2(1)

Abridged Prospectus = a memorandum containing such salient features of a prospectus as may be specified by SEBI by making regulations in this behalf.

## Why an Abridged Prospectus?

A full prospectus is bulky and expensive to print and distribute. The abridged prospectus is a summarized form containing the salient features, to cut down cost of publication when large numbers of prospectuses must accompany application forms in a public offer.

## Key Provisions — Section 33

### Sub-section (1) — Must Accompany Application Form

Every application form for shares or debentures must be accompanied by an abridged prospectus.

Exceptions (when abridged prospectus is NOT required):

(a) When the application form is issued in connection with a bona fide invitation to enter into an underwriting agreement for the shares/debentures.
(b) When the shares or debentures are not offered to the public.
(c) When the offer is made only to existing members of the company.

### Sub-section (2) — Right to Receive Full Prospectus

A full prospectus must be made available to any person who requests for it before the closing of the subscription list and the offer.

### Sub-section (3) — Penalty

A company in default of Section 33 is liable to a penalty of ₹50,000 for each default.

## Memory Hook

"Application form + Abridged prospectus = mandatory pairing — except for underwriters, private offers, and existing-member offers."

Worked example

### Example 1

Example 1 — Public issue: ABC Ltd makes an IPO and issues 1,00,000 application forms. Required: Each form must be accompanied by an abridged prospectus.

### Example 2

Example 2 — Underwriting exception: ABC Ltd sends an application form along with an underwriting invitation to a merchant banker. Result: No abridged prospectus is required to accompany the form.

### Example 3

Example 3 — Request for full prospectus: During the subscription period, an investor writes to the company asking for the full prospectus. Required: The company must furnish a copy, since the request was made before closing.

### Example 4

Example 4 — Penalty: ABC Ltd issues 5,000 application forms without abridged prospectuses. Treating it as a single default in compliance, the company is liable to ₹50,000.

⚠️ Common exam mistakes

Treating the abridged prospectus as optional — it is mandatory with every application form unless an exception applies.
Forgetting the offer-to-existing-members exception when analysing a rights issue.
Believing the right to full prospectus exists even after closing — the right ends at the closing of the subscription list and offer.
Misquoting the penalty — it is ₹50,000 per default (not ₹10,000 or ₹1,00,000).

Bare-Act text Section 33 read with Section 2(1) · Companies Act, 2013 · click to expand

Section 2(1): 'abridged prospectus' means a memorandum containing such salient features of a prospectus as may be specified by SEBI by making regulations in this behalf. Section 33 — (1) No application form for the purchase of any of the securities of a company shall be issued unless such form is accompanied by an abridged prospectus. Provided that this requirement shall not apply if it is shown that the form was issued (a) in connection with a bona fide invitation to a person to enter into an underwriting agreement, or (b) in relation to securities which were not offered to the public. (2) A copy of the prospectus shall, on a request being made, be furnished to any person before the closing of the subscription list and the offer. (3) Default attracts a penalty of fifty thousand rupees for each default.

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Abridged Prospectus (Section 33 read with Section 2(1))

Worked example

⚠️ Common exam mistakes