Labuan Financial Services and Securities Act 2010 · Updated to 15 Oct 2022 · Part II · Securities
25. Loan and deposits to be immediately repayable on certain events
Feedback & supportWhere in any prospectus issued in connection with an offer or invitation under subsection 8(1) to subscribe for or to purchase debentures of a Labuan company there is a statement as to any particular purpose or project for which the monies received by the borrowing company in response to the offer or invitation are to be applied, the borrowing company shall from time to time make reports to the trustee for the holders of debentures of the borrowing company as to the progress that has been made towards achieving such purpose or completing such project.
prospectus
“prospectus” means any prospectus, notice, circular, advertisement or invitation inviting applications or offers to subscribe for or purchase securities, or offering any securities for subscription or purchase;
Where it appears to a trustee to which a report is furnished by a borrowing company that such purpose or project has not been achieved or completed within the time stated in the prospectus within which the purpose or project is to be achieved or completed or, where no such time was stated, then within a reasonable time, the trustee may, and, if in its opinion it is necessary for the protection of the interests of the holders of the debentures, the trustee shall give notice in writing to the borrowing company requiring it to repay the monies so received and, within one month after such notice is given, lodge with the Authority a copy of such notice.
borrowing company
“borrowing company” means a Labuan company that is or will be under a liability, whether or not such liability is present or future, to repay any money received or to be received by it in response to an offer made under section 8 to subscribe for or purchase debentures of the Labuan company;
A trustee shall not give a notice under subsection (2) if it is satisfied—
that the purpose or project has been substantially achieved or completed;
that the interests of the holders of the debentures 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
that the failure to achieve or complete the purpose or project was due to circumstances, other than shortage of funds, beyond the control of the borrowing company that could not reasonably have been foreseen by that borrowing company at the time that the prospectus was issued.
This section shall not apply to an offer or invitation of securities under subsection 8(5).
securities
“securities” means any investments commonly known or capable of being described as securities, and includes— (a) shares, debentures, funds, units, interests in a limited partnership or limited liability partnership or unit trust or foundation or protected cell company or corporation; (b) debentures, bonds or notes of or issued by any body (incorporated or unincorporated), government, local government or public authority; *NOTE—The Exchange Control Act 1953 has since been repealed by the Financial Services Act 2013 which comes into operation on 30 June 2013—see sections 271 and 272…