(1) This section applies where there is a contravention of -
section 561 (existing shareholders' right of pre-emption), or
section 562 (communication of pre-emption offers to shareholders).
(2) The company and every officer of it who knowingly authorised or permitted the contravention are jointly and severally liable to compensate any person to whom an offer should have been made in accordance with those provisions for any loss, damage, costs or expenses which the person has sustained or incurred by reason of the contravention.
(3) No proceedings to recover any such loss, damage, costs or expenses shall be commenced after the expiration of two years -
(a) from the delivery to the registrar of companies of the return of allotment, or
(b) where equity securities other than shares are granted, from the date of the grant.