A share purchase agreement also contains payment details, z.B if a down payment is required when the full payment is due, and the closing date of the agreement. A prospectus is used for public procurement, while a memorandum of supply is used for private contracts. The offer memorandum can also be called a “supply circular” when it requires registration with the stock exchange commission. The offer merandum and prospectus have many attributes ranging from the types of information and amounts required to the terms and conditions. An offer memorandum, also known as the Private Placement Memorandum (PPM), is used by private business entrepreneurs to attract a particular group of outside investors. For these selected investors, an offer memorandum is a way for them to understand the investment vehicle. An offer memorandum is used to provide buyers with supply information and to protect sellers from liability related to the sale of non-registered securities. Finally, each offer memorandum contains the underwriting contract, which is essentially the contract between the investor and the company that sells securities. The subscription contract describes the terms and conditions and has many places to fill for the investor and usually gives instructions where to send a cheque for the subscription to the securities or bank transfer details. The subscription contract is also of great importance for the offer memorandum, and in many cases is considered the “shoe” of documents, while the rest of the memorandum is clothing. In other words, without a subscription contract, there can be no transaction between an investor and the company, that is, something is missing in the memorandum if there is no underwriting contract. International Metals Trading LLC issued a public offering note on slideshare.net. The presentation (below) provides a clear example of a memorandum that can be useful to have a clear picture of what is usually contained in the document and what it looks real.