[COM 316] Borrower’s duty to call meeting316 

316

(1) The borrower must call a meeting of debenture holders if—

• (a)debenture holders who together hold 10% or more of the nominal value of the issued debentures to which the trust relates direct the borrower to do so;
• (b)the direction is given to the borrower in writing at its registered office; and
• (c)the purpose of the meeting is to—
  • (i)consider the financial statements that were laid before the last AGM of the borrower; or
  • (ii)give the trustee directions in relation to the exercise of any of its powers.

(2) If the borrower is required to call a meeting, it must give notice of the time and place of the meeting to—

• (a)the trustee;
• (b)the borrower’s auditor; and
• (c)each of the debenture holders whose names are entered on the register of debenture holders.

(3) Notice to joint holders of a debenture must be given to the joint holder named first in the register of debenture holders.

(4) The borrower may give the notice to a debenture holder—

• (a)personally;
• (b)by sending it by post to the address for the debenture holder in the register of debenture holders;
• (c)by sending it to the fax number or electronic address (if any) nominated by the debenture holder; or
• (d)by any other means that the trust deed or the terms of the debentures permit.

(5) A notice of meeting sent to a debenture holder is taken to be given—

• (a)3 days after it is posted, if it is posted; or
• (b)on the business day after it is sent, if it is sent by fax or other electronic means,

unless the trust deed or the terms of the debentures provide otherwise.