“rights prospectus means a registered prospectus issued by a designated building society that relates only to an offer of specified participatory securities made by the society to persons who already hold specified participatory securities or preference shares of the society, whether or not the offer is renounceable in favour of any other person”.

• “(3) Every designated building society and every person acting on its behalf are exempted from sections 33(3) and 53 to 53F of the Act and regulations 3(3) and 7A(1) of the Regulations in respect of specified participatory securities offered under a rights prospectus.”

“8A Conditions of exemption under clause 7(3)

• The exemption in clause 7(3) is subject to the conditions—

  • “(a) that the designated building society complies with sections 53 to 53F of the Act as if the specified participatory securities were equity securities; and

  • “(b) that a copy of the most recent annual financial statements of the designated building society laid before the designated building society at its annual general meeting in accordance with section 91(2) of the Building Societies Act 1965, and a copy of all reports required by that Act to be annexed or attached to those financial statements,—

    • “(i) have previously been given or sent to the persons who were, at the time those financial statements were given or sent, holders of specified participatory securities or preference shares of the designated building society; or

    • “(ii) are attached to every rights prospectus given or sent to any person under the Act; and

  • “(c) that all of the following matters are stated or contained in every rights prospectus:

    • “(i) the matters specified in clauses 1, 9, 19(1), and 21 of Schedule 1 of the Regulations as if the specified participatory securities were equity securities:

    • “(ii) the date of the statement of financial position included in the financial statements referred to in paragraph (b):

    • “(iii) the place or places where copies of the financial statements and reports referred to in paragraph (b) can be obtained free of charge by any person to whom an offer of specified participatory securities is made:

    • “(iv) a statement by the directors of the designated building society as to whether, after due inquiry by them in relation to the period between the date referred to in subparagraph (ii) and the specified date, there have, in their opinion, arisen any circumstances that materially adversely affect—

      • “(A) the trading or profitability of the designated building society; or

      • “(B) the value of its assets; or

      • “(C) the ability of the designated building society to pay its liabilities due within the next 12 months; and

  • “(d) that every investment statement that relates to the specified participatory securities contains all of the information, statements, and other matters specified in Schedule 3D of the Regulations that are applicable as if the specified participatory securities were equity securities.”