Section 428 of The Companies Act No. 17 of 2015: Notice of cancellation of shares
(1) Within one month after cancelling shares in order to comply with section427, a company shall lodge with the Registrar for registration a notice giving details to the cancelled shares.
(2) The company shall attach to, or enclose with, the notice a statement of capital that complies with subsection (3).
(3) The statement complies with this subsection if it states with respect to the company’s share capital immediately following the cancellation—
(a) the total number of shares of the company;
(b) the aggregate nominal value of those shares; (c) for each class of shares—
(i) the particulars of the rights attached to the shares prescribed by the regulations for the purposes of this subsection;
(ii) the total number of shares of that class; and
(iii) the aggregate nominal value of shares of that class; and
the amount paid up and the amount (if any) unpaid on each share (whether on account of the nominal value of the share or in the form of a premium).
(4) If the company fails to comply with a requirement of this section, the company, and each officer of the company who is in default, commit an offence and on conviction are each liable to a fine not exceeding five hundred thousand shillings.
(5) If, after a company or any of its officers is convicted of an offence under subsection (4), the company continues to fail to comply with the relevant requirement, the company, and each officer of the company who is in default, commit a further offence on each day on which the failure continues and on conviction are each liable to a fine not exceeding fifty thousand shillings for each such offence.
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