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Article 32
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If there is any misrepresentation or concealment in the material content of the prospectus referred to in the preceding Article, the following persons, within the scope of their responsibilities, shall be jointly and severally liable with the issuer to any bona fide counterparty for compensation for damage resulting therefrom:<br/>1. The issuer and its responsible person(s).<br/>2. Any employees of the issuer who has signed and affixed their seal on the prospectus to certify its accuracy in whole or in part.<br/>3. Any underwriter of the securities.<br/>4. Any CPA, lawyer, engineer, or any professional or technical person who has signed or affixed their seal to certify in whole or in part or to present their opinion on the correctness of the prospectus.<br/>With the exception of the issuer, the persons referred to in subparagraphs 1 through 3 of the preceding paragraph shall not be liable for compensation if they can prove that they exercised all due diligence, and that they had good cause to believe, with respect to portions of materials not certified by a person referred to in subparagraph 4, that there was no misrepresentation or concealment in the material content, or that they had good cause to believe, with respect to any certified portion, that it was true. The persons referred to in subparagraph 4 of the preceding paragraph also shall not be liable if they can prove that they exercised reasonable investigation and had good cause to believe that their certification or opinions were accurate.
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