Section 7: Repayment of loans and deposits

7. Repayment of loans and deposits (1) Where, in a prospectus issued in connection with an invitation to subscribe for or to purchase debentures, there is a statement as to any particular purpose or project for which the moneys received by the company in response to the invitation are to be applied, the company shall report to the debenture holders’ representative as the progress that has been made towards achieving the purpose or completing the project. (2) Where it appears to the debenture holders’ representative that the purpose or project referred to in the prospectus has not been achieved or completed within the time stated in the prospectus or, where no time is stated, within a reasonable time, he may and shall, if in his opinion it is necessary for the protection of the interests of the debenture holders give written notice to the company requiring it to repay the money received and, subject to subparagraph (3) within one month, file a copy of the notice. (3) The debenture holders’ representative shall not give notice under subparagraph (2) where he is satisfied that— (a) the purpose or project has been substantially achieved or completed; (b) the interests of the debenture holders have not been materially prejudiced by the failure to achieve or complete the purpose or project within the time stated in the prospectus or within a reasonable time; or (c) the failure to achieve or complete the purpose or project was due to circumstances beyond the control of the company that could not reasonably have been foreseen at the time the prospectus was issued. [Issue 1] C35 – 230 Revised Laws of Mauritius (4) On receipt by the company of a notice referred to in subparagraph (2), the company shall be liable to repay any money owing as the result of a loan or deposit made in response to the invitation unless— (a) before the money was accepted, the company had given written notice to the person from whom the money was received specifying the purpose or project for which the money would in fact be used and the money was accepted by the company accordingly; or (b) the company by written notice given to the debenture holders— (i) has specified the purpose or project for which the money would in fact be applied by the company; and (ii) has offered to repay the money to the debenture holders and they have not within 14 days after the receipt of the notice, or such longer time as it specified in the notice, demanded in writing from the company repayment of the money. (5) Where the company has given written notice under subparagraph (4), specifying the purpose or project for which the money will in fact be applied by the company, paragraph 7 shall apply and have effect as if the purpose or project so specified in the notice was the particular purpose or project specified in the prospectus as the purpose or project for which the money was to be applied.