Some countries require disclosure regarding the potential difficulties involved in obtaining or enforcing legal judgments outside the host country. The specific disclosure requirements in certain countries are referenced below.
Belgium - Belgian courts should be competent in the event of a litigation concerning securities offered and subscribed or bought in Belgium. This should be stated in the Document.
France - The prospectus should include an indication of the courts competent in the event of litigation.
Ontario and Quebec - The requirements for prospectuses for international offerings are set forth in National Policy No. 53 (currently in draft) - Foreign Issuer Prospectus and Continuous Disclosure System.
Spain - The Ministerial Order of July 12, 1993 requires the disclosure of the courts competent in the event of litigation. All securities placed in Spain are subject first to the Spanish Securities Market Law, which may carry administrative sanctions for the offerer, the issuers, and the leading underwriters; and as a second step to other Civil Liabilities through the general application of the Spanish Civil Common Law; and, as a third step, in certain circumstances, also to the Spanish Publicity and consumption Law.
The United States - Companies are required to include, either on the inside front cover page of the prospectus or elsewhere in the prospectus under an appropriate caption, a statement of how the enforcement by investors of civil liabilities under the U.S. federal securities laws may be affected by the fact that the company is located in a foreign country. The specific information that is required is set forth in Item 502 of the SEC's Regulation S-K.
