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What is 'Prospectus'

• Objectives of the investment
• Public (Initial Public Offer or IPO) or Private Placement Offering
• Type of security offered (like a mutual fund, bond, stocks, etc.)
• The issuing company’s name, background, financial information, and other related information that gives you an idea about its fundamentals
• Past performance
• Distribution policy including the number of shares issued
• Expenses (including all kinds of fees and exemptions)
• Fund management
• Name of the financial entities or banks that are carrying out the underwriting process
• Name of the principals of the company
• Basic information about the issuing company such as the experience of the management, company’s age, and others
• Objectives of the fund
• Strategies of investment
• Performance
• Fund management details
• Policy of distribution
• Type of securities offered: Senior notes paying 3.50% return.
• Maturity Dates of the Senior Notes: January 23, 2024.
• Date of issue
• How will interest payment be made?
• How will the denominations be issued?
• How will the raised money be spent?
• Financial operations
• Debt payment
• Buyback stocks

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• PROSPECTUS DEFINITION WHAT IS PROSPECTUS

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What Is a Prospectus?

Understanding the prospectus, prospectus example.

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The Bottom Line

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What Is a Prospectus? Example, Uses, and How to Read It

Pete Rathburn is a copy editor and fact-checker with expertise in economics and personal finance and over twenty years of experience in the classroom.

A prospectus is a formal document required by and filed with the Securities and Exchange Commission (SEC) that provides details about an investment offering to the public. A prospectus is filed for offerings of stocks, bonds, and mutual funds .

The prospectus can help investors make more informed investment decisions because it contains a host of relevant information about the investment or security. In areas other than investing, a prospectus is a printed document that advertises or describes an offering such as a school, commercial enterprise, forthcoming book, etc. All forms of prospectus exist to attract or inform clients, members, buyers, or investors.

Key Takeaways

• The Securities and Exchange Commission requires that security issuers file a prospectus when offering investment securities to the public.
• The prospectus provides details about the investment/security and the offering.
• A mutual fund prospectus contains details on investment objectives, strategies, performance, distribution policy, fees, and fund management. 
• The risks of the investment are typically disclosed early in the prospectus and then explained in more detail later in the document.

Investopedia / Julie Bang

Companies that wish to offer bonds or stock for sale to the public must file a prospectus with the Securities and Exchange Commission as part of the registration process. Companies must file a preliminary and a final prospectus, and the SEC has specific guidelines as to what's listed in the prospectus for various securities.

The preliminary prospectus is the first offering document provided by a security issuer and includes most of the details of the business and transaction. However, the preliminary prospectus doesn't contain the number of shares to be issued or price information. Typically, the preliminary prospectus is used to gauge interest in the market for the security being proposed.

The final prospectus contains the complete details of the investment offering to the public. The final prospectus includes any finalized background information, as well as the number of shares or certificates to be issued and the offering price .

A prospectus includes some of the following information:

• A brief summary of the company’s background and financial information
• The name of the company issuing the stock
• The number of shares
• The type of securities being offered
• Whether an offering is public or private
• Names of the company’s principals
• Names of the banks or financial companies performing the underwriting

Some companies are allowed to file an abridged prospectus, which is a document that contains some of the same information as the final prospectus .

Another reason a prospectus is issued is to inform investors of the risks involved with investing in the security or fund. Although a company might be raising capital through stock or bond issuance, investors should study the financials of the company to ensure the company is financially viable enough to honor its commitments.

Risks are typically disclosed early in the prospectus and described in more detail later. The age of the company, management experience, management's involvement in the business, and capitalization of the stock issuer are also described. The prospectus information also guards the issuing company against claims that pertinent information was not fully disclosed.

In the case of mutual funds, a prospectus contains details on the fund's objectives, investment strategies , risks, performance, distribution policy, fees, expenses, and fund management. Because the fees that mutual funds charge take away from investors’ returns, the fees are listed in a table near the beginning of the prospectus. Fees for purchases, sales, and moving among funds are also included, which simplifies the process of comparing the costs of various mutual funds.

Typically, high-cost funds charge fees in excess of 1.5%, whereas low-cost funds charge 1% or less.

As an example of a prospectus for an offering, PNC Financial ( PNC ) filed a prospectus with the Securities and Exchange Commission in 2019 requesting a new issuance of debt. The senior note being offered to the public is a bond or a promissory note to pay a specific yield by maturity.

For review, senior notes are debt securities, or bonds, that take precedence over other unsecured notes in the event of bankruptcy. Senior notes must be paid first if assets are available in the event of company liquidation. A senior note pays a lower coupon rate of interest compared to junior unsecured bonds since the senior debt has a higher level of security and a reduced risk of default.

Below is a portion of the prospectus from the table of contents, which provides basic information about the offering. We can see the following information listed:

• Securities offered, which are senior notes that pay 3.50%
• The maturity date of the notes, which is Jan. 23, 2024
• The issue date, which has yet to be determined
• How interest will be paid and denominations to be issued
• Use of proceeds or how the money raised will be spent, which might include financing operations, paying down debt, or buying back stock

Why Is a Prospectus Useful for Investors?

An SEC-required prospectus provides important details about an investment offering to investors. It provides information to the public regarding investment risk and consolidates valuable information about the investment as well as the company being invested in. Knowing the type and amount of risk involved is an important consideration for investors such that those details are typically disclosed early in the prospectus and later in detail. The financial condition of the company behind the investment is also important since investors want to ensure the company is financially viable enough to honor its commitments.

What Information Is Normally in a Prospectus?

A prospectus includes pertinent information such as a brief summary of the company’s background and financial information. The name of the company and its principals, age of the company, management experience, and management's involvement in the business. Furthermore, the number of shares being issued, the type of securities being offered, whether an offering is public or private, and the names of the banks or financial companies performing the underwriting are also listed.

What's the Difference Between a Preliminary and a Final Prospectus?

The preliminary prospectus is the first offering document provided by a security issuer and includes most of the details of the business and transaction. However, the preliminary prospectus doesn't contain the number of shares to be issued or price information. Typically, the preliminary prospectus is used to gauge interest in the market for the security being proposed.

The final prospectus contains the complete details of the investment offering to the public. The final prospectus includes any finalized background information, as well as the number of shares or certificates to be issued and the offering price.

In general, a prospectus is a document that provides details about an offering made available to the public. More commonly, a prospectus is a formal document required by and filed with the Securities and Exchange Commission (SEC) that provides details about an investment offering to the public.

Investors use a prospectus to learn details about a company and its stock much like an employer uses a resume to learn details about a candidate for a job. Topics covered in a prospectus include risk, financial history, a description of the management team, the security's value and amount, whether the offering is public or priviate, number of shares offered, and how investment proceeds will be used

U.S. Securities and Exchange Commission. " What Is a Registration Statement? " Accessed Sept. 5, 2021.

U.S. Securities and Exchange Commission. " Mutual Fund Prospectus ." Accessed Sept. 5, 2021.

U.S. Securities and Exchange Commission. " PNC Financial Services Group, Inc. Prospectus 424B5 ." Accessed Sept. 5, 2021.

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Definition of prospectus

Did you know.

Prospectus Is a Word for the Forward-Thinking

Like prospect , prospectus looks forward. Thus, a prospectus originally outlined something that didn't yet exist, describing what it would become. This might even be a book; the great dictionary of Noah Webster, like that of Samuel Johnson, was first announced in the form of a prospectus, so that well-to-do people might actually subscribe to it—that is, pay for it in advance so that Webster would have money to live on while writing it. Soon, prospectus was being used to mean a description of a private school or college, intended to attract new students. Today the word very often means a description of a stock offering or mutual fund, whether new or not.

Examples of prospectus in a Sentence

These examples are programmatically compiled from various online sources to illustrate current usage of the word 'prospectus.' Any opinions expressed in the examples do not represent those of Merriam-Webster or its editors. Send us feedback about these examples.

Word History

Latin, prospect

1765, in the meaning defined at sense 1

Articles Related to prospectus

All About Latin Plurals

Latin has a few plural forms, so check our dictionary.

Dictionary Entries Near prospectus

Prospect Park

Cite this Entry

“Prospectus.” Merriam-Webster.com Dictionary , Merriam-Webster, https://www.merriam-webster.com/dictionary/prospectus. Accessed 27 Sep. 2023.

Kids Definition

Kids definition of prospectus, legal definition, legal definition of prospectus.

Note: Under the Securities Act of 1933, the prospectus is part of the registration statement that must be filed with the Securities and Exchange Commission before a security may be offered or sold to the public. The Securities Act defines prospectus broadly as “any prospectus, notice, circular, advertisement, letter, or communication, written or by radio or television, which offers any security for sale or confirms the sale of any security.”

More from Merriam-Webster on prospectus

Thesaurus: All synonyms and antonyms for prospectus

Nglish: Translation of prospectus for Spanish Speakers

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Introduction

A prospectus is defined as a legal document describing a company’s securities that have been put on sale. The prospectus generally discloses the company’s operations along with the purpose of the securities being offered.

Types of Prospectus

*Deemed Prospectus * - As per Section 25(1) of the Companies Act, 2013, a document will be deemed to be a prospectus if the company agrees to allot or offer securities to the public.

Abridged Prospectus - It is defined as the brief summary of the prospectus, which includes all useful and materialistic information filed before the registrar. As per Section 33(1) of the Companies Act, 2013, an abridged prospectus must be included with the documents for the purchase of securities issued by a company.

Red Herring Prospectus - It is the prospectus that is required to be filed before the registrar prior to the offer. The prospectus generally lacks information such as the particular price or quantum of securities being offered.

Shelf Prospectus - It is defined as the prospectus issued by a company, bank or financial institution for more than one class of securities.

Understanding Prospectus

As per the Companies Act, 2013, a prospectus can include information such as advertisement, circular or notice among other legal documents inviting the public for the offering. Also, the prospectus should be issued only for the purchase of a company's securities.

In order for a document to be considered a prospectus, it should act as an invitation for the public to purchase of stocks/shares, debentures or other instruments. Also, the prospectus should be issued by the company or an institution on behalf of the company and made solely for the public.

In case a private company wishes to convert to a public company, it is required to either issue a prospectus or file a statement in lieu of prospectus of which the provisions are mentioned under Section 70 of the Companies Act, 2013.

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• Main content

What is a prospectus?

Why is a prospectus important, preliminary vs. final prospectus.

• How to find and analyze a company's prospectus 

The bottom line

What is a prospectus how it can help you make informed decisions on whether to invest in a company.

Our experts answer readers' investing questions and write unbiased product reviews ( here's how we assess investing products ). Paid non-client promotion: In some cases, we receive a commission from our partners . Our opinions are always our own.

• A prospectus is a formal document that a company files to describe a potential investment offering.
• The document is filed when the company issues a new security, like a stock, bond, or mutual fund.
• Interested investors should still do research to evaluate the issuing company's financial document.

We all know that a well-crafted resume is one important part of getting the attention of a hiring manager during the job application process. In the finance world, a prospectus is a document that serves a similar purpose for investors as a resume does for employers. It provides details about a company, its history, and what it's offering to spark interest and help facilitate more informed decision-making.

The Security and Exchange Commission (SEC) requires companies aiming to offer an investment to the public to file a prospectus. This formal document details an overview of the company's history and financials, what type of security is being offered, and how many shares of it has, among other things.

A prospectus is a formal statement that describes the details of a new security being offered to the public. These documents are filed with the SEC for stocks , bonds , and mutual funds, and include key context and information that may help guide an investment decision. 

Information on a prospectus may include:

• Company history and information about its management team
• Financial information, including audited financial statements 
• The security's principal value and amount
• Whether the offering is public or private
• Number of shares offered
• How investment proceeds will be used
• Risk factors
• Bank or financial institution doing the underwriting

A prospectus provides a level of transparency to the public by outlining the company's background and goals for raising capital. One of the main purposes of a prospectus is to bring attention to a new company and initiate interest in a security with the hopes of raising capital once its securities are made available to buy.

It also details potential risks the company faces, including how long it's been around, management experience and involvement level, and the market capitalization of the issuer. 

Filing a prospectus protects the issuing company from claims that relevant information was not made clear or available. The consequences of including false information in a prospectus are severe: Those responsible for misleading information on a prospectus are subject to both civil and criminal penalties, including fines and potential imprisonment.

However, just because the information is there doesn't mean investors don't still have the responsibility to do thorough background research. Interested investors should still evaluate the issuing company's financial documents to understand exactly how much risk they're taking on and the likelihood that they'll eventually be paid back.

A prospectus typically comes in two forms: a preliminary prospectus and a final prospectus. It takes time for a complete prospectus to be finalized, and a company typically releases a preliminary prospectus before a final one to gauge investor interest.

A preliminary prospectus is the first iteration of the document, and includes most of the same information that's required on the final prospectus, except for the number of shares that will be issued and how much they'll be issued for. This is because a preliminary prospective aims to assess market interest in a certain security, meaning it precedes its official market debut.

The final prospectus is typically filed after a company has issued an IPO , or officially gone public in the market. It includes all of the details of the offering, updated background information on the company, and the number and price of that security's shares.

How to find and analyze a company's prospectus 

The easiest way to find a company's prospectus is through EDGAR , a free online database maintained by the SEC. All foreign and domestic companies must file all important corporate information with EDGAR, which is short for Electronic Data Gathering, Analysis, and Retrieval system.

EDGAR houses many different types of filings and documents, but the best way to search for a prospectus is to type the company's name or ticker symbol in the search bar. 

If you're overwhelmed by the idea of reading a prospectus in its entirety and sifting through the jargon, fear not. because you may not need to read the whole thing to understand what you're getting into. 

However, going through this document can be beneficial, as a prospectus provides a portrait of the investment and a broader understanding of a company's business objectives and goals. Note that it's best to assess the document with a skeptical and inquisitive eye. 

A financial advisor is the best person to help you cull the information you need as it relates to your investing goals.

A prospectus is a formal document that a company files with the SEC to describe a potential investment offering in detail. It includes information about the company's background and financial position, as well as what investor money will go towards specifically. 

A final prospectus is thorough and comprehensive, but should still be supplemented by your own research.

Prospectus meaning

• The prospectus is a legal document, which outlines the company’s financial securities for sale to the investors.
• According to the companies act 2013, there are four types of the prospectus, abridged prospectus, deemed prospectus, red herring prospectus, and shelf prospectus.

Prospectus Definition

The prospectus is a legal document for market participants and investors to pursue, detailing the features, prospects, and promise of a financial product.

It is mandated by the law to be supplied to prospective customers.

Prospectus Example

In an IPO , the prospectus tells potential shareholders about the company’s plans and business model.

For insurance and investment fund customers, a prospectus lists out the objective of the product, inclusions, and exclusions, fees, etc.

For an ETF , a prospectus informs likely investors of the fund’s goals, history, portfolio , fees and costs, and other financial details.

What is a Prospectus and its importance?

The company provides prospectus with capital raising intention. Prospectus helps the investors to make a well-informed decision because of the prospectus all the required information of the securities which are offered to the public for sale.

Whenever the company issues the prospectus, the company must file it with the regulator. The prospectus includes the details of the company’s business, financial statements.

• To notify the public of the issue
• To put the company on record with regards to the terms of the issue and allotment process
• To establish accountability on the part of the directors and promoters of the company

Types of prospectus

According to Companies Act 2013, there are four types of prospectus.

Deemed Prospectus – Deemed prospectus has mentioned under Companies Act, 2013 Section 25 (1). When a company allows or agrees to allot any securities of the company, the document is considered as a deemed prospectus via which the offer is made to investors. Any document which offers the sale of securities to the public is deemed to be a prospectus by implication of law.

Red Herring Prospectus – Red herring prospectus does not contain all information about the prices of securities offered and the number of securities to be issued. According to the act, the firm should issue this prospectus to the registrar at least three before the opening of the offer and subscription list.

Shelf prospectus – Shelf prospectus is stated under section 31 of the Companies Act, 2013. Shelf prospectus is issued when a company or any public financial institution offers one or more securities to the public. A company shall provide a validity period of the prospectus, which should not be more than one year. The validity period starts with the commencement of the first offer. There is no need for a prospectus on further offers. The organization must provide an information memorandum when filing the shelf prospectus.

Abridged Prospectus – Abridged prospectus is a memorandum, containing all salient features of the prospectus as specified by SEBI. This type of prospectus includes all the information in brief, which gives a summary to the investor to make further decisions. A company cannot issue an application form for the purchase of securities unless an abridged prospectus accompanies such a form.

What is prospectus and its contents?

The prospectus contents are specified in the Companies Act. The prospectus must touch over the following content points:

• Details of the company, such as name, registered office address, and objects
• Details of signatories to the Memorandum and their shareholding particulars
• Details of the directors
• Details of shares offered and the class of the issue as well as voting rights
• Minimum subscription amount
• The amount payable on application, on allotment, and on further calls
• Underwriters of the issue
• Auditors of the company
• Audited reports regarded profit and losses of the company

How a prospectus is useful for investors

A prospectus is a legal document that must be submitted to the concerned authority that contains information for the public regarding an investment offering. It is very useful for investors as they can learn about the risks associated with buying securities or funds. Normally, risks are briefly mentioned early in the prospectus and described in more detail later. When the company is acquiring funds through the issuance of stocks or bonds, it is the duty of investors to review the company’s financials to make sure it is financially stable enough to uphold its obligations.

Definition of 'prospectus'

Video: pronunciation of prospectus

prospectus in British English

Prospectus in american english, prospectus in finance, examples of 'prospectus' in a sentence prospectus, trends of prospectus.

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In other languages prospectus

• American English : prospectus / prəˈspɛktəs /
• Arabic : نَشْرَةٌ دِعَائِيَّة
• Brazilian Portuguese : prospecto
• Chinese : 内容说明书
• Croatian : prospekt
• Czech : prospekt
• Danish : prospekt
• Dutch : prospectus
• European Spanish : folleto informativo
• Finnish : esite yliopiston,yrityksen tms.
• French : prospectus
• German : Prospekt
• Greek : προσπέκτους
• Italian : prospetto
• Japanese : 案内書
• Korean : 대학 편람
• Norwegian : prospekt
• Polish : prospekt
• European Portuguese : prospeto
• Romanian : prospect
• Russian : проспект
• Latin American Spanish : folleto informativo
• Swedish : prospekt
• Thai : หนังสือเชิญชวน
• Turkish : tanıtma broşürü
• Ukrainian : проспект
• Vietnamese : bản cáo bạch

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Related terms of prospectus

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Meaning of prospectus in English

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• advance notice
• advance warning
• advertisement
• aide-mémoire
• bumper sticker
• push notification
• the real deal

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What is a prospectus? Definition and meaning

A prospectus can either mean a disclosure document that describes a financial security for interested investors, or a brochure or some kind of document describing the major features, services and attractions of a school, university, club, association or other entity.

A prospectus may also be a document that describes a proposed endeavor or undertaking, such as a literary work, which a person proposes to write.

In this article, we shall focus on its financial meaning – a disclosure document read by potential buyers of a financial security.

The document typically contains material for potential buyers regarding bonds, mutual funds, stocks or other investments.

A prospectus has a description of the company’s business, biographies of its officers and directors, details of how and how much they are paid, financial statements, any litigation that is currently underway, and other relevant information.

Plural prospectuses or prospecti?

Leading up to an IPO (initial public offering) or any individual securities offering, the brokerages or underwriters distribute the prospectuses to potential investors.

The plural is prospectuses. You will sometimes see the word prospecti used as the plural form.

However, in more than 99% of cases today, the plural forms of Latin words used in the English language, such as stadium, referendum and prospectus are ‘stadiums, referendums and prospectuses’, rather than ‘stadia, referenda or prospecti’.

Which one you use, as the speaker of the UK House of Commons once said “Is a matter of taste.”

Prospectus requirements in the USA

In the United States in a securities offering, a prospectus has to be filed with the SEC (Securities and Exchange Commission) – it forms part of the registration statement.

Prospectuses may not be used by the issuer to finalize sales until the SEC declares that the registration statement complies on its face with disclosure regulations – until it is declared effective .

• Preliminary Prospectus : the security issuer’s first offering document. It includes most of the business’ details plus the transaction in question.
• Final Prospectus : which is printed after the deal has been made effective, contains finalized background information including how many shares/certificates will be issued and the offering price. If it is a mutual fund it will contain details of its investment strategies, objectives, performance, risk, distribution policy, expenses and fees, and fund management.

If a company has filed Form 10-K with the SEC before, has a market capitalization greater than a certain amount, and takes a number of procedural steps, it is allowed to offer securities using a simplified prospectus that refers to its SEC filings.

When an offering does not have to be registered with the SEC, the document is called an offering circular or offering memorandum .

Prospectuses are typically prepared with the assistance of the bookrunner, also known as the bookrunning manager – the underwriter acting as issue manager.

United Kingdom

In the United Kingdom, the publication of information in relation to a securities issue is governed by the Prospectus Rules, which implement the European law Prospective Directive.

The document must be published where certain kinds of securities are either requested for admission on a regulated market or offered to the public. The only regulated market in Britain is the London Stock Exchange full list.

Neither the PSM (Professional Securities Market) nor the AIM (Alternative Investment Market) constitute regulated markets. There are several exceptions to having to publish a prospectus, although an exempt firm might still have to publish listing particulars where it seeks the admission of its shares to the full list.

In the UK, the document must be approved by the Financial Conduct Authority (FCA).

Video – What is a prospectus?

This Investors Trading Academy video explains what a prospectus is using simple terminology and straightforward examples.

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Prospectus Definition

All you need to know about prospectuses and how they provide key information about prospective investments.

What Is a Prospectus?

A prospectus is a legal disclosure document that is provided by a company when the company wants to sell its securities to the public.

Typically created by the company's legal and accounting departments, a prospectus is a formal invitation to the public to subscribe to the shares of a public company. Investors use a prospectus to determine the growth and profitability prospects of the company to determine whether they will take part in the offering. In the U.S., the legal name of the public filing is an S-1.

How Does a Prospectus Work?

A prospectus includes all the necessary details about the sale of a company's securities . It contains the company's financial position, the number of shares being offered and the types of securities in the offering. The document typically discloses the company's operations, the management team, the purpose of the securities in the offering, intended use of the proceeds and investment risks.

Differences Between a Preliminary and a Final Prospectus

An issuer provides both a preliminary and a final prospectus. While the preliminary prospectus is the initial offering document that provides details about the proposed transaction, the final prospectus is provided when the offering has been finalized and is being offered to the public for subscription. The information in the final prospectus includes the number of shares issued, the offering price, the company's financial data , risk factors, use of the proceeds, the dividend policy and other relevant information. This information helps investors make informed decisions on whether to invest in the company.

When Must a Prospectus Be Filed?

There are three different periods during the U.S. registration process:

• Pre-filing period. This period begins when the company is first considered for registration. The company usually reaches an agreement with the investment bank that will act as the managing underwriter. The period ends when the company files a statement with the Securities and Exchange Commission. Subject to exceptions, no offers can be made during this period. Prospective purchasers cannot be contacted, and underwriters cannot be publicly disclosed in connection with the company's offering. Issuers and authorized persons may engage in oral and written communications with qualified institutional buyers and institutional accredited investors both before and after the filing of a registration, a process referred to as testing the waters. This rule is non-exclusive, and other SEC rules and exemptions may apply.
• Waiting period. This period begins when the issuer files a registration statement with the SEC. It ends when the registration statement is declared effective. During the period, offers are permitted – either orally or with a preliminary prospectus. Subject to certain conditions, an issuer – such as an initial public offering , or IPO, issuer – can use a free writing prospectus, or FWP. An FWP is written communication that discloses information not included in the registration statement. During the period, indications of interest are permitted, while sales are prohibited. For an issuer using the confidential review process, this period begins when the registration statement is first filed publicly, not when first submitted to the SEC on a confidential basis.
• Post-effective period. This period begins when the registration statement is declared effective. It ends when broker-dealers are no longer required to deliver a prospectus by the Securities Act, which is 25 days after the registration statement is declared effective for an IPO. During this period, sales are permitted, and certain communications – such as FWPs – are permitted. An FWP of an IPO issuer or an unseasoned issuer, defined as any issuer subject to periodic reporting requirements, must be accompanied or preceded by a final prospectus.

Mutual Fund and ETF Prospectuses

A mutual fund and exchange-traded funds prospectuses are similar to those for stocks and bonds but, in this case, the SEC requires funds to make information available to interested investors. The details provided in the document include the fund's objectives, fees, risks, performance, distribution policy, executive team and investment strategies.

While funds are required to give investors the document free of charge after the purchase of shares, investors can access the information prior to purchasing shares via mail or on the fund's website.

Why You Need to Know About Prospectuses

The history of the prospectus stems from the Securities Act of 1933, which was the first federal legislation used to regulate the stock market . The act took power away from the states and put it into the hands of the federal government. The act's uniform set of rules was put in place to ensure greater transparency in financial statements, allowing investors to make more informed decisions regarding their investments. The rules also established laws to protect investors against misinterpretation and fraudulent activity in the securities markets.

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