Clause 4

by deleting subsections (1), (2) and (2A) and substituting the following subsections:“(1) No person shall make an offer or invitation to the public in respect of shares in or debentures of, or units of shares in or debentures of, a corporation unless —

a prospectus prepared in accordance with section 45 in respect of such shares or debentures, or such units of shares or debentures, has been lodged with and registered by the Registrar; and

such offer or invitation is made in or accompanied by a profile statement lodged with and registered by the Registrar under section 45A, if not made in or accompanied by a prospectus referred to in paragraph (a).(2) No person shall make an offer or invitation to the public in respect of shares in or debentures of, or units of shares in or debentures of, a corporation which has not been formed or does not exist.(2A) Subsection (1) shall not apply to an offer made or invitation issued to the public in respect of shares or debentures, or units of shares or debentures, that is exempted under Division 5A of this Part.”; and

by inserting, immediately after the words “subsection (1)” in subsection (3), the words “or (2)”.