THE CORPORATIONS LAW

CHAPTER 2L - DEBENTURES

PART 2L.5 - MEETINGS OF DEBENTURE HOLDERS

SECTION 260KA   BORROWER'S DUTY TO CALL MEETING  

260KA(1)  Duty to call meeting.  

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; and

(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.

Note:

The trustee usually must comply with any directions given to it by the debenture holders at the meeting (see paragraph 260JA(h)).

260KA(2)  Duty to give notification of meeting.  

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; and

(b)  the borrower's auditor; and

(c)  each of the debenture holders whose names are entered on the register of debenture holders.

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

260KA(3)  [How notice is to be given]  

The borrower may give the notice to a debenture holder:

(a)  personally; or

(b)  by sending it by post to the address for the debenture holder in the register of debenture holders; or

(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.

Note:

A defect in the notice may not invalidate a meeting (see section 1322).

260KA(4)  When notice by post or fax is given.  

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.