Section 352: Primary rule

352. Primary rule (1) The law applicable to all the issues specified in section 351 (1) is the law in force in the State expressly agreed in the account agreement as the State whose law governs the account agreement or, if the account agreement expressly provides that another law is applicable to all those issues, that other law. (2) The law designated in accordance with subsection (1) applies only if the relevant intermediary has, at the time of the agreement, an office in that State, which— (a) alone or together with other offices of the relevant intermediary or with other persons acting for the relevant intermediary in that or another State— (i) effects or monitors entries to securities accounts; (ii) administers payments or corporate actions relating to securities held with the intermediary; or (iii) is otherwise engaged in a business or other regular activity of maintaining securities accounts; and (b) is identified by an account number, bank code, or other specific means of identification as maintaining securities accounts in that State. (3) For the purposes of subsection (2), an office is not engaged in a business or other regular activity of maintaining securities accounts— (a) merely because it is a place where the technology supporting the bookkeeping or data processing for securities accounts is located; (b) merely because it is a place where call centres for communication with account holders are located or operated; (c) merely because it is a place where the mailing relating to securities accounts is organised or files or archives are located; or (d) if it engages solely in representational functions or administrative functions, other than those related to the opening or maintenance of securities accounts, and does not have authority to make any binding decision to enter into any account agreement. (4) In relation to a disposition by an account holder of securities held with a particular intermediary in favour of that intermediary, whether or not that intermediary maintains a securities account on its own records for which it is the account holder, for the purposes of this Act— (a) that intermediary is the relevant intermediary; (b) the account agreement between the account holder and that intermediary is the relevant account agreement; or [Issue 3] I14 – 192 Revised Laws of Mauritius (c) the securities account for the purposes of section 353 is the securities account to which the securities are credited immediately before the disposition.