COMPANIES ACT - 1963 (ACT 179)

    Section - 29 - Penalties for Breach of Section 27 or 28

    (1) In the event of default in complying with either of the two immediately preceding sections,

    (a) the company and every officer of the company who is in default shall be liable to a fine not exceeding five pounds for each day during which the default continues; and

    (b) the rights of the company concerned under or arising out of any contract made during such time as the default continues, except such contracts as shall be incidental to obtaining subscriptions to or payments for its shares, shall not be enforceable by action or other legal proceedings:

    Provided that,

    (a) the company may apply to the Court for relief against the disability imposed by this paragraph of this subsection and the Court, on being satisfied that it is just and equitable to grant relief, may grant such relief either generally or as respects any particular contract and on such conditions as the Court may impose;

    (b) nothing herein contained shall prejudice the rights of any other parties as against the company, or any other person, in respect of such contract;

    (c) if any action or proceeding shall be commenced by any other party against the company to enforce the rights of such party in respect of such contract, nothing herein shall preclude the company from enforcing in that action or proceeding by way of counterclaim, set off, or otherwise, such rights as it may have against that party in respect of that contract.

    (2) In the event of any default in complying with subsection (1) of section 28 of this Code then, without prejudice to the provisions of subsection (1) of this section, the subscribers to the company's Regulations, the first directors named in such Regulations and any person who was a director at any time thereafter until paragraphs (a) and (b) of the said subsection have been complied with, shall be jointly and severally liable for the whole of the debts and liabilities of the company incurred while the company was in default, unless he proves,

    (a) in the case of a person named as one of the first directors, that he was named without his consent; or

    (b) that he took all reasonable and practicable steps to prevent the default; or

    (c) that he honestly believed on reasonable grounds that the provisions in paragraphs (a) and (b) of the said subsection had been complied with prior to the incurring of the debt or liability.

    (3) If there shall be any error or omission in any return or declaration delivered to the Registrar under either of the immediately preceding sections, then, without prejudice to the provisions of section 321 of this Code, the company and every signatory of the return or declaration shall be liable to a fine not exceeding fifty pounds.