You have been appointed as a Debenture Trustee in respect of debentures issued by a company. How would you protect the interests of its debentureholders ?

CS Executive · Company Law · PYQS · June 2019
You have been appointed as a Debenture Trustee in respect of debentures issued by a company. How would you protect the interests of its debentureholders ?

Answer & Explanation:

As per Section 71(6) of the Companies Act, 2013 a debenture trustee shall take steps to protect the interests of the debenture holders and redress their grievances in accordance with such rules as may be prescribed. Rule 18(3) of Companies (Share Capital and Debentures) Rules, 2014, prescribes the following duties which shall be adhered by every debenture trustee to protect interest of its debenture holders - satisfy himself that the letter of offer does not contain any matter which is inconsistent with the terms of the issue of debentures or with the trust deed; satisfy himself that the covenants in the trust deed are not prejudicial to the interest of the debenture holders; call for periodical status or performance reports from the company; communicate promptly to the debenture holders defaults, if any, with regard to payment of interest or redemption of debentures and action taken by the trustee therefore; appoint a nominee director on the Board of the company in the event of- two consecutive defaults in payment of interest to the debenture holders; or default in creation of security for debentures; or default in redemption of debentures. ensure that the company does not commit any breach of the terms of issue of debentures or covenants of the trust deed and take such reasonable steps as may be necessary to remedy any such breach; inform the debenture holders immediately of any breach of the terms of issue of debentures or covenants of the trust deed; ensure the implementation of the conditions regarding creation of security for the debentures, if any, and debenture redemption reserve; ensure that the assets of the company issuing debentures and of the guarantors, if any, are sufficient to discharge the interest and principal amount at all times and that such assets are free from any other encumbrances except those which are specifically agreed to by the debenture holders; do such acts as are necessary in the event the security becomes enforceable; call for reports on the utilization of funds raised by the issue of debentures- take steps to convene a meeting of the holders of debentures as and when such meeting is required to be held; ensure that the debentures have been converted or redeemed in accordance with the terms of the issue of debentures; perform such acts as are necessary for the protection of the interest of the debenture holders and do all other acts as are necessary in order to resolve the grievances of the debenture holders.

Topics: Debentures

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