Section 13: Creditors of a protected cell company

13. Creditors of a protected cell company (1) The rights of a creditor of a protected cell company shall correspond with the liabilities provided for in section 11. (2) No such creditor shall have any rights other than the rights referred to in this section and in sections 12 and 14. (3) The following terms shall, unless any of them is expressly excluded in writing, be implied in every transaction entered into by a protected cell company— (a) no party shall, by any means whatsoever, seek to make or attempt to make liable any cellular assets attributable to any cell in respect of a liability not attributable to that cell; [Issue 1] P42 – 8 Revised Laws of Mauritius (b) if a party succeeds in making liable any cellular assets attributable to any cell in respect of a liability not attributable to that cell, that party shall be liable to the company to pay a sum equal to the value of the benefit obtained by him; and (c) that if a party succeeds in seizing or attaching by any means or otherwise levying execution against any cellular assets attributable to any cell in respect of a liability not attributable to that cell, that party shall hold those assets or their proceeds on trust for the company and shall keep those assets or proceeds separate and identifiable as such trust property. (4) Any sum recovered by a protected cell company as a result of any trust as is referred to in subsection (3) (c) shall be credited against any concurrent liability imposed pursuant to the implied term set out in subsection (3) (b). (5) Any sum recovered by a protected cell company pursuant to subsection (3) (b) or (c) in the events referred to in those paragraphs shall, after the deduction or payment of any costs of recovery, be applied by the company so as to compensate the cell affected. (6) Where any cellular assets attributable to a cell are taken in execution in respect of a liability not attributable to that cell, and in so far as such assets or compensation in respect thereof cannot otherwise be restored to the cell affected, the company shall— (a) cause or procure its auditor to certify the value of the assets lost to the cell affected; and (b) transfer or pay, from the cellular or non-cellular assets to which the liability was attributable to the cell affected, assets or sums sufficient to restore to the cell affected the value of the assets lost. (7) Where under subsection (6) (b) a protected cell company is obliged to make a transfer or payment from cellular assets attributable to a cell of the company, and those assets are insufficient, the company shall so far as possible make up the deficiency from its non-cellular assets. (8) This section shall have extra-territorial application.