https://new.kenyalaw.org/akn/ke/judgment/keca/2026/1125

Commissioner of Domestic Taxes v Delmonte Kenya Ltd (Civil Appeal E174 of 2022) [2026] KECA 1125 (KLR) (12 June 2026) (Judgment) Neutral citation: [2026] KECA 1125 (KLR) Republic of Kenya In the Court of Appeal at Nairobi Civil Appeal E174 of 2022 K M'Inoti, EC Mwita & B Ongaya, JJA June 12, 2026 Between The Commissioner of Domestic Taxes Appellant and Delmonte Kenya Limited Respondent (An appeal from the Judgment of the High Court at Nairobi, Commercial & Tax Division (Tuiyott, J.) dated 20th December 2019 in Income Tax Appeal No. 16 of 2017) Judgment 1.This appeal arises from the Judgment of the High Court issued pursuant to the respondent’s appeal from the decision of the Tax Appeals Tribunal (TAT) in Nairobi, delivered on 7th December 2016 in Tax Appeal No. TAT/81 of 2015 – Delmonte Kenya Limited vs. The Commissioner of Domestic Taxes. The impugned Judgment of the High Court was delivered on 20th December 2019 by the learned Judge, Tuiyott J. (as he then was), who found as follows:“56.For the reasons given I allow the appeal and set aside that part of the decision of the Tribunal that held that the Appellant is not entitled to deduct the loss incurred on the portion of the loan extinguished through conversion of the debt to equity and disallowed the currency losses in respect of the balance of USD 28,255,616 and GBP 1,464,272. Instead the Appeal of the Appellant before the Tribunal is hereby allowed.57.Costs here and before the Tribunal shall be borne by each party. I make this order because I do not consider the arguments made and issues raised by the Respondent both at the Tribunal and here to be a trifle.” 2.Aggrieved by the said judgment, the appellant filed a memorandum of appeal dated 31st March 2022, raising seven (7) grounds of appeal reproduced verbatim as follows:i.The learned Judge erred in law and fact by failing to find that section 4A of the Income Tax Act recognizes only those gains and losses realized in respect to gains and profits from a business and not losses attributable share capital transactions.ii.The learned Judge erred in law and fact by failing to find that the payment of an intragroup loan through conversion to shares was capital in nature.iii.The learned Judge erred in law and fact by failing to find that the losses incurred by the Respondent in respect to the equity conversion did not meet the criteria set out under Section 4A and are therefore not allowable.iv.The learned Judge erred in law and fact by failing to find that Section 4A of the Income Tax Act is not a standalone provision and must be read together with other applicable sections of the said Act, particularly Section 3(2) (a) (i), Section 15 and Section 16 (1) (b) of the Income Tax Act within the context of the facts and evidence of this case.v.The learned Judge erred in law and fact by failing to find that the foreign exchange losses were connected to change in equity, they are not of a kind that is allowable under sections 15(2)(s) and 15(2) (ss) of the Income Tax Act.vi.The learned Judge erred in law and fact by failing to find that the expenses incurred by the Respondent at the point of conversion of the debt to equity could only be treated together with the equity and as such is a capital expense which is not deductible under the provisions of section 16 (l) (b) of the Income Tax Act.vii.The learned Judge misdirected himself in reaching the conclusion that the losses were allowable contrary to the clear provisions of the Income Tax Act Chapter 470 of the Laws of Kenya. 3.The appellant’s prayer before this Court is that the appeal be allowed, the decision of the High Court be set aside, the amended assessment dated 20th September 2013 be confirmed and the taxes of Kshs. 270,661,566.00 found due and payable by the respondent, and, that the appellant be awarded costs of this appeal and in the High Court. 4.The undisputed facts of the case are as follows. The respondent from the year of income 2001 took out loans denominated in US dollars and GB pounds from a related party, Delmonte International Incorporation (DII) which was incorporated in Panama. The loans were unsecured and interest free. The respondent used the loans to pay suppliers, purchase raw materials and to pay salaries – essentially to run its day to day operations. The respondent’s financial year ran from January ending on 31st December and per legal obligations the respondent prepared financial statements denominated in Kenya shillings, the local currency. The respondent prepared statements disclosing the outstanding loans’ amounts by translating the outstanding USD and GBP loan balances into Kenya Shillings as at every 31st December. Over that period, the Kenya shilling fluctuated as against the foreign currencies. Thus, in view of the fluctuation based on the strength or weakness of the Kenya shilling, the process of translating the foreign currency loans resulted in foreign exchange losses or gains. The losses or gains were not realized because beyond the translation the respondent never actually repaid the loans with effect that per the Income Tax Act, the respondent did not take into account the unrealized foreign exchange losses or gains for its financial years 2001 through to 2008. As at 31st December 2008, the outstanding loans amounted to USD 28, 251, 615.62 and GBP 1, 464,272.89. 5.Further, in 2009, DII assigned the foreign currency denominated loans to DelMonte Kenya Holdings (DKH). In the same year 2009, the respondent resolved to repay DKH the loans in full and in kind, namely: by offsetting Kshs.2, 396.637.50 (equivalent to USD 31, 891.38) against intercompany receivables due to the respondent from DKH; and, issuing 41,625 ordinary shares in the respondent to DKH, against the outstanding loan amounts of USD 28,256,615.62 and GBP 1, 464,272.89. The payment of the foreign currency denominated loans resulted in the then unrealized foreign exchange losses which amounted to Kshs.401, 261, 996 becoming realized. 6.The respondent’s case is that it took into account the now realized foreign exchange loss of Kshs.401, 261,996 as a deduction in its tax computation for the year ended 31st December 2009 said to have been pursuant to provisions of section 4A of the Income Tax Act. The relevant provision of the section states;“4A.Income from businesses where foreign exchange loss or gain is realized(1)Aforeign exchange gain or loss realized on or after 1st January, 1989 in a business carried on in Kenya shall be taken into account as a trading receipt or deductible expenses in computing the gains and profits of that business for the year of income in which that gain or loss was realized:Provided that–i.no foreign exchange gain or loss shall be taken into account to the extent that taking that foreign exchange gain or loss into account would duplicate the amounts of gain or loss accrued in any prior year of income; and,ii.the foreign exchange loss shall be deferred (and not taken into account) and claimed over a period of not more than five years from the date the loss was realized by a person whose gross interest paid or payable to a non-resident person exceeds thirty per cent of the person’s earnings before interest, taxes, depreciation, and amortization in any year of income.” 7.The dispute between the parties herein arose when the appellant conducted an audit of the respondent’s accounts for the income years between 2009 to 2011 and disallowed the respondent’s foreign exchange loss adjustments of Kshs. 401,261,996 for the year ended 31st December, 2009. This resulted in additional taxes of Kshs. 60,828,537 and Kshs. 161,481,213 for the income years 2010 and 2011, respectively, with the assessment confirmed on 16th September, 2013. 8.Dissatisfied with the assessment, the respondent filed Tax Appeal No. TAT/81 of 2015 in which the TAT (in the judgment delivered on 7th December, 2016) allowed the appeal regarding the losses on intercompany receivables and disallowed those related to the shares issued to DKH. The TAT partially held in favour of the appellant herein, that foreign exchange losses arising on conversion of a debt to equity are not an allowable expense. That part of the TAT judgment aggrieved the respondent, leading to the filing of an appeal in the High Court. 9.The High Court found in favour of the respondent, a decision that is now the subject of the appeal before this Court. In particular, the High Court in the judgment delivered on 20th December 2019 set aside the decision of the TAT with respect to the income tax treatment of the foreign exchange losses incurred through the conversion of debt to equity and determined the respondent was entitled to deduct the losses in determining its taxable income. The High Court held that foreign exchange losses resulting from converting foreign currency denominated intercompany loans into equity as realized were in the nature of revenue (not capital) and were deductible for tax purposes. The High Court further clarified that section 4A of the Income Tax Act allows for such deductions so that the TAT erred in finding that such losses were capital in nature. The appellant in the instant appeal is challenging the entire judgment of the High Court delivered on 20th December, 2019. 10.By the written submissions dated 15th August, 2022 and filed for the appellant, the grounds of appeal are summarized to only two issues for determination: whether the foreign exchange losses incurred through conversion of debt to equity was an allowable deduction; and, whether the loss incurred in converting the debt to equity is capital or revenue in nature. 11.It is the appellant’s submission that since the surrender of more shares at the date of conversion was within the definition of capital expenses categorized in section 16(1) (b) of the Income Tax Act as un-deductible expenses, it was acting within the law when it disallowed the expense. That the losses are capital in nature and not allowable, and should ordinarily be matched to the value of the assets acquired or shares issued. The appellant relies on the decision of the House of Lords in UK case of Beauchamp (Inspector of Taxes) vs. F.W Woolworth plc (1989) STC 510, 61 TC 542, which asserted that the distinction between capital and current liabilities or revenue is essentially between loans providing temporary financial accommodation and loans that can be said to add to the capital of the business, and that the answer in any particular case must fully consider the facts and circumstances of individual cases. 12.Further, the appellant submits that the Superior Court ought to have been guided by the various tests formulated by courts to determine whether a gain or loss is revenue or capital in nature. It urges that the decision of the Supreme Court of India in Sutlej Cotton Mills Ltd vs. Commissioner of Income Tax, Civil Appeal Numbers 1847 & 1848 of 1972, affirmed the principle that exchange fluctuation arises on the revenue account when it is unrelated to acquisition, installation, or disposition of a capital asset and on the converse, the fluctuation is on the capital account. 13.The appellant contends that since the learned Judge considered the appellant’s foregoing arguments, affirmed in the cases of Beauchamp and Sutlej Cotton Mills Ltd and as seen in paragraph 44 of the impugned Judgment, he ought to have arrived at a different conclusion. That the learned Judge agreed that the foreign exchange losses were capital losses, made a sound finding on the same, but proceeded to contradict himself by making other findings geared towards classifying the said losses as revenue in nature. That this Court ought to therefore review the tests formulated to determine whether such a transaction is of a revenue or capital nature. It was urged for the appellant that we should find that the appellant was right to classify the losses as capital losses, arising from the portion of the loss that was converted to shares, which are capital in nature. Further, that being capital in nature, the losses were expressly disallowed by dint of section 16(1) (b) of the Income Tax Act and for not meeting the criteria set out under section 4A. 14.It is also the appellant’s position that the learned Judge failed to consider the arguments that section 4A of the Income Tax Act is not a stand-alone provision and must be read alongside sections 3(2)(a)(i), 15 and 16 of the Income Tax Act. That section 4A relates to section 3(2) (a) (i) as regards the determination of gains or profits from business chargeable to tax. Section 4A is further enhanced by sections 15 and 16, which provide for the expenses that are allowable and disallowable in determining the taxable gains or profits. The appellant submits that the learned Judge therefore failed to apply a holistic interpretation of the said provisions of the Income Tax Act when he arrived at the judgment in this matter, as affirmed in The Engineers Board of Kenya v. Jesse Waweru Wahome & Others, Civil Appeal No. 240 of 2013. 15.The respondent’s submissions are dated 29th September 2022. It is submitted that the respondent deducted the realized foreign exchange losses in accordance with section 4A of the Income Tax Act. That the Tribunal correctly determined that payment of the foreign currency loans resulted in the realization of the previously unrealized foreign exchange loss of Kshs. 401,261,996. The TAT stated as follows:“25....the Tribunal finds that foreign exchange loss or gain are realized when there is a permanent cessation of an obligation to pay or receive foreign currency and not by mere translation of denomination of currency of debt. The Tribunal is therefore persuaded to find, and does find, that payment of outstanding debt through conversion to receivables and share capital did create cessation of obligation to pay and right to receive foreign currency. It therefore finds that the instant transaction created an event for realization of foreign exchange loss or gain to the extent that losses or outgoings were of a revenue nature.” (Emphasis by respondent). 16.Further, the respondent argues that the appellant’s submission that the loans giving rise to the said foreign exchange loss were capital in nature does not alter the fact that the loans were used to finance day-to-day business expenditure, which is in nature, revenue expenditure. That there is no legal basis for the appellant to enforce other criteria and conditions on the deductibility of the respondent’s realized foreign exchange losses outside those set out under section 4A of the Income Tax Act. That section 4A provides for ‘a foreign exchange gain or loss realized on or after…’ and does not limit the manner in which realization occurs. The respondent notes that in Jowitt's Dictionary of English Law, Fourth Edition, Vols. 1 & 2 by Sweet and Maxwell, capital expenditure is expenditure on capital or fixed assets (as opposed to revenue expenditure on day to day running costs), while revenue expenditure is expenditure from which benefits may be expected to be derived within a comparatively short period. 17.It is further submitted for the respondent that there is congruency in its interpretation and application of sections 3(2)(a) (i), 4A, 15 and 16 of the Income Tax Act. That given the literal, clear and unambiguous wording of section 4A, the basis of reading section 4A with other provisions remains unclear. The respondent questions the appellant’s use of the word ‘imply’ in paragraph 33 of the appellant’s submissions, on reading section 16(1) together with section 4A. It is urged that no tax can be imposed by inference, by analogy or by trying to probe the legislature’s intentions. That Rowlatt, J articulated this principle of strict interpretation of taxing statutes in Cape Brandy Syndicate v I.R.C. (1 KB 64, 71), to the effect that nothing is to be implied in a taxing statute. That the learned Judge properly considered the parties’ submissions on the interplay of the said sections in reaching his impugned judgment. 18.The respondent asserts that the guiding principle on deductibility of expenses is provided for under section 15(1) of the Income Tax Act, to the effect that all expenses incurred in the production of taxable income are tax deductible. That section 15(2) neither expressly provides that it takes precedence over any other section of the Income Tax Act, nor is this implied. On the other hand, section 16(1) (b) sets out expenses not allowable for tax purposes, including capital expenditure. That the implications of the words ‘Save as otherwise expressly provided’ in section 16(1) are that capital expenditure shall not be allowed for deduction to the extent that there are no provisions of the Income Tax Act expressly providing for the deductibility of such expenditure. That in the instant case, section 4A provides for the deductibility of all realized foreign exchange losses without any distinction whatsoever on the manner in which they are realized. 19.When this appeal came up for hearing before us on 3rd March, 2026, learned Counsel Mr. Nick Osoro appeared for the appellant, while Mr. James Kimani appeared for the respondent. Counsel for both parties relied on their respective written submissions and which they briefly highlighted at the plenary hearing by essentially reiterating the parties’ respective written submissions. 20.We have considered that this is a second appeal and our role is strictly limited to reviewing the High Court’s decision on matters of law only. We will not re-evaluate the factual evidence or substitute our own findings of fact for those of the High Court unless the High Court’s findings on those facts was unreasonable so as to result in defeating of ends of justice. We will not interfere with the decision of the High Court unless it is established that it made an error of law, misapplied a statutory provision or misinterpreted a legal principle. 21.We consider the important preliminary issue in the instant appeal to be the guiding principle on interpretation of tax legislation. As submitted for the respondent and as was correctly stated in the impugned judgment of the High Court, we accept that tax legislation must be interpreted using the strict construction principle by which focus is on the literal meaning of the statute. The principle is that tax cannot be imposed by implication and in event of any ambiguity, the same is to be decided in favour of the taxpayer. In interpreting a tax legislation, the Court must take care so that no person or situation is brought within the statute unless the statutory language is express in that regards. The law must be express and the literal meaning prevails so that the Court cannot invoke approaches of the spirit or intention of the law to enlarge the range of a tax legislation. The literal or plain meaning of the words is applied and a tax obligation cannot be imposed through a creative redefinition of common commercial terms. 22.Thus, the Supreme Court has laid out a constitutional foundation that no tax can be imposed, waived or varied save as provided in legislation. In Barclays Bank of Kenya Limited (Now ABSA Bank Kenya PLC) v Commissioner for Domestic Taxes (Large Taxpayers Office); Kenya Bankers Association & another (Interested Parties) (Petition 12 (E014) of 2022) [2025] KESC 70 (KLR) (5 December 2025) (Judgment) the Supreme Court stated as follows,“60.Before delving into the specifics of the issue on royalties as framed above, it is important to restate the foundational constitutional principle regarding the imposition of tax. To this end, Article 210(1) of the Constitution provides that “no tax or licensing fee may be imposed, waived or varied except as provided by legislation”. There are two normative limbs to this provision by which the Court must be guided as we navigate the two questions before us. The first limb is that imposition of tax by the national and county governments must be anchored in and authorized by legislation. A tax cannot be imposed, varied or waived in a vacuum or through executive fiat. The second limb is that even where tax is to be imposed by legislation, it must be so done ‘as provided’ by the said law. The tax to be imposed, waived or varied must be so done in strict conformity with the provisions of the legislation in question. The taxing authority cannot exercise its powers based on generalized opinion, implication or conjecture. The tax payer, on the other hand, must know with specific clarity what it is he is surrendering in terms of tax.” 23.In the same cited case, on the strict construction principle focusing on the literal meaning of the tax statute, the Supreme Court stated as follows,“74.Similarly, in Cape Brandy Syndicate Vs I.R. Commissioners [1921] 1 KB, the issues before the court were whether blending imported brandy with other spirits changed its legal classification for excise purposes under the Finance Act 1918 and whether the blended mixture was excluded from the statutory definition of “brandy” and thereby qualified for a reduced tax rate. The Court determined that the blended product remained classified as “brandy” for excise purposes, and the Finance Act 1918 did not provide any basis for altering the tax or legal treatment of the product as a result of blending. The court therefore declined to reinterpret or expand upon the statutory definition of “brandy” beyond the explicit language of the legislation. The court held that tax statutes must be construed strictly in accordance with their precise statutory language; courts are not permitted to infer legislative intent or modify statutory definitions without explicit parliamentary authority; tax liability arises solely from the clear and explicit wording of the statute, ensuring certainty and predictability in its application; and statutory provisions must be applied according to their plain and ordinary meaning, without resort to extrinsic reinterpretation. In other words, in a Taxing Act, one has to look merely at what is clearly said. There is no room for any intendment. There is no equity in a tax. Nothing is to be read in, nothing is to be implied, and one can only look fairly at the language used. The UK House of Lords in Adamson Vs Attorney General (1933) AC 257 similarly held that it is well settled that in cases where a section imposes a tax on a subject, it is incumbent on the Crown to establish that its claim comes within the very words used, and if there is any doubt or ambiguity this defect, if it be in view of the Crown a defect, can only be remedied by legislation.” 24.Turning to the instant case, the parties were in agreement that in terms of section 4A of the Income Tax Act, foreign exchange differences arising out of foreign currency denominated debt are taxable or deductible if there is a foreign exchange gain or loss, respectively. Further, such foreign exchange losses or gains are recognized for income tax purposes when they are realized. 25.We also uphold the findings of the TAT and the High Court that realization of the loan does not only occur when the debt is paid in cash but it is also possible for a debt to be extinguished through payment in kind or exchange of goods and services, conversion of debt to equity or even amortization against receivables between parties- as was the case in the present dispute. 26.The two issues for determination run into each other and the first issue for determination we proceed to consider is whether the loss incurred in converting the debt to equity is capital or revenue. The High Court in answering the question stated thus, “47. Yet having made the foregoing observations, I note that in the matter at hand the Tribunal itself held that payment of the loans through conversation to receivables and share capital was an event of realization of a foreign exchange loss of a revenue nature. DKL is contented with that holding and the Respondent, on the other hand, did not cross appeal it. It would in fact have been preposterous to hold that the loan retired by receivables led to be a revenue loss and that by share issue was a capital loss when the repayment was of a debt of single nature. Such segregation would be artificial and unjustified. I therefore take it that the holding of the Tribunal that the foreign exchange loss was on the revenue account is common cause.” 27.We find that the learned Judge did not err in that finding. In particular, the accumulated foreign exchange losses for tax purposes happened at the time when the loan was settled, being the time when losses were realised per section 4A of the Income Tax Act. The foreign exchange losses arose from the value of the loan and not at the time of issuance of the shares. As urged for the respondent, the shares were issued on a specific date and would not have given rise to foreign exchange losses because shares were issued in Kenya Shillings. In other words, the foreign exchange losses already existed as accumulated over the years and arose from the translation of the outstanding loan balances at the end of each respondent’s financial year, the loans being applied or used to finance expenditure such as payment of suppliers and salaries as they fell due over the respondent’s financial years in issue. We uphold the submission made for the respondent that conversion of the outstanding loans into equity resulted in payment of the loans, meaning that the respondent’s liability was extinguished – which for purposes of section 4A of the Income Tax Act amounted to a foreign exchange loss to be mandatorily taken into account as a deductible expense in computing the gains and profits of the respondent’s business for the year of income in which that loss was realized. 28.Accordingly, we find that the appellant was in error when it classified the foreign exchange losses as capital on the purported basis that they arose from the portion of the loss to shares which are capital in nature. Section 16 of the Income Tax Act provides for “deductions not allowed”. Subsection 16(1) (b) provides thus,“(1)Save as otherwise expressly provided, for the purposes of ascertaining the total income of a person for any year of income, no deduction shall be allowed in respect of –a.any expenditure or loss which is not wholly and exclusively incurred by him in the production of the income;b.any capital expenditure, or any loss, diminution or exhaustion of capital;c.any expenditure or loss where the invoices of the transactions are not generated from an electronic tax invoice management system except where the transactions have been exempted in accordance with the Tax Procedures Act (Cap. 469B).” 29.The appellant relied on subsection 16(1) (b) to urge us to find that the issuance of the shares was capital in nature and therefore not an allowable deduction per the provisions of the subsection. It was further submitted for the appellant that the reading of subsection 16(1) (a) thereof together with section 4A of the Act “implied” that if foreign exchange losses are realised as a result of applying the formulae under section 4A, then they ought to be allowable as they are of a revenue nature. It was submitted for the appellant that in the instant case, the respondent’s losses were of a capital nature hence they did not meet the criteria set out in section 4A and the losses would not be allowable. 30.The appellant also invoked section 15 of the Income Tax Act on “deductions allowed”. Subsection 15(1) provides,“For the purpose of ascertaining the total income of any person for a year of income there shall, subject to section 16 of this Act, be deducted all expenditure incurred in such year of income which is expenditure wholly and exclusively incurred by him in the production of that income, and where under section 27 of this Act any income of an accounting period ending on some day other than the last day of such year of income is, for the purpose of ascertaining total income for any year of income, taken to be income for any year of income, then such expenditure incurred during such period shall be treated as having been incurred during such year of income.” 31.It was submitted for the appellant that the section applied in the instant dispute and when read with section 4A, the foreign exchange losses purportedly being of a capital nature were not an allowable deduction because they had not been expenses which were wholly and exclusively incurred in production of income. Further, it was urged for the appellant that subsections 15(2) (s) and (ss) give instances where a capital loss will be allowable for tax purposes and which did not apply in the present case because there were no legal costs or incidental expenses for purposes that would enable the applicant to claim the loss as allowable per the subsections. 32.We have already found that the foreign exchange losses were of a revenue nature and not capital nature. Further, as submitted for the respondent, the words “save as otherwise expressly provided….” in section 16 means that section 4A of the Act, in any event, prevails over the provisions of section 16. Further, applying the strict construction principle of tax statutes by which focus is on the literal meaning of the statute and as submitted for the respondent, we reject the appellant’s invitation to disallow the foreign exchange loss herein by implication and purportedly as having been of a capital nature. 33.In view of our foregoing findings, it appears superfluous to address the appellant’s case and submission that section 4A of the Income Tax Act covers business (assets and liabilities) as specified under section 3(2) (a) (i) and that section 4A does not in any way cover transactions on a capital item such as share capital in issue in the instant appeal. It appears to us that in any event, section 4A of the Income Tax Act made no distinction about a realization of a foreign exchange gain or loss with reference to its “revenue” or “capital” nature, so that under the strict and literal interpretation of tax legislation, a statutory intervention would be needed one way or the other as was correctly so in our view, proposed by the learned Superior Court Judge. 34.The other and second issue for determination is whether the foreign exchange losses incurred through conversion of debt to equity was an allowable deduction. As submitted for the appellant and as we have already alluded to earlier in this judgment, the issue was intertwined with the first issue of whether the foreign exchange losses were revenue or capital. Our finding that the losses were revenue and the foregoing finding that section 4A of the Act makes no reference to the capital or revenue nature of the foreign exchange loss or gain signal us to the answer that the foreign exchange losses were allowable as deductible by the respondent in terms of section 4A of the Act. We find that section 4A was the express provision of the Act governing taxation of income from businesses where foreign exchange loss or gain is realized. The method or mode of realization, capital or revenue, appears immaterial in the wording of section 4A of the Act. 35.In conclusion, we uphold the judgment and orders of the High Court and dismiss this appeal with costs. DATED AND DELIVERED AT NAIROBI THIS 12TH DAY OF JUNE, 2026.K. M’INOTI..................................JUDGE OF APPEALE. C. MWITA..................................JUDGE OF APPEALB. ONGAYA...................................JUDGE OF APPEALI certify that this is a true copy of the original.SignedDeputy Registrar