The Companies Act No. 17 of 2015Section 612 of The Companies Act No. 17 of 2015: Further provision about notices given under section 611
(1) An offeror may not give a notice under section 611 otherwise than in the manner prescribed by the regulations.
(2) An offeror may not give a notice under section 611(2) or (4) after the end of—
(a) the period of three months from and including the day after the last day of the offer period; or
(b) the period of six months from and including the date of the offer, if that period ends earlier and the offer is one to which subsection (3) applies.
(3) This subsection applies to an offer if the time allowed for acceptance of the offer is not governed by the Takeover Rules.
(4) On first giving a notice under section 611 in relation to an offer, the offeror shall send to the company— (a) a copy of the notice; and
(b) a statutory declaration stating that the conditions for the giving of the notice are satisfied.
(5) If the offeror is a company, subsection (4) (b) is complied with only if the statutory declaration is made by a director of the company.
(6) An offeror who—
(a) fails to send a copy of a notice or a statutory declaration as required by subsection (4);or
(b) makes such a declaration for the purposes of subsection (4) knowing it to be false or without having reasonable grounds for believing it to be true,
commits an offence.
(7) It is a defence for a person charged with an offence for failing to send a copy of a notice as required by subsection (4) to prove that reasonable steps were taken to comply with that subsection.
(8) A person found guilty of having committed an offence under this section is liable on conviction—
(a) in the case of a body corporate, to a fine not exceeding two million shillings; or
(b) in the case of a natural person, to a fine not exceeding one million shillings.
Check the current authoritative text and amendment history before relying on this provision.
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