Mauritius
Securities (Central Depository, Clearing and Settlement) Act
Act 30 of 1996
- Commenced on 25 January 1997
- [This is the version of this document at 30 June 2017.]
1. Short title
This Act may be cited as the Securities (Central Depository, Clearing and Settlement) Act.2. Interpretation
In this Act—"CDS" means the Central Depository & Settlement Co Ltd referred to in section 3;"certificated securities" means securities in bearer, order or registered form, the title to which is evidenced by a certificate;"clearing" means the preparation of a securities transaction for settlement in the book-entry system of the CDS;"Commission" means the Financial Services Commission established under the Financial Services Act;"Companies Act" means the Companies Act;"company" has the same meaning as in the Companies Act;"Court" has the same meaning as in the Companies Act;"deposited securities", in relation to the CDS, means securities—(a)in relation to which the documents evidencing title to the securities are deposited by a depositor with the CDS and are registered in the name of the depository or its nominee; and(b)which are transferable by way of direct entry in the Depository Register and not by way of an instrument of transfer;"Depository Register" means the register maintained by the CDS in respect of deposited securities;"depositor" means a person who is named as such in the Depository Register;"derivative instrument", in relation to debentures, stocks and shares, includes warrants, transferable subscription rights, options to subscribe for stocks or shares, convertibles and any other instrument that is a derivative or a security for the purposes of the Securities Act;"eligible security" means a security made eligible for the operation of the settlement service or the depository service in accordance with the rules of the CDS;"entity" includes a company, a partnership, an association, the Government and its agency thereof;"Guarantee Fund" means the Fund established under section 3(8)(a);"instrument" means a deed or any other instrument in writing;"investment dealer" means a licensed investment dealer under the Securities Act;"issuer" means a person who issues any security;"listed issuer" means an issuer where the securities are listed securities;"listed securities" means securities which have been admitted for quotation on a securities exchange;"Minister" means the Minister to whom responsibility for the subject of finance is assigned;"Official List" means the Official List established under the Stock Exchange Act;"participant" means an entity which has contracted with the CDS to use the depository service or the settlement service and which is continued, reinstated or remains as a participant;"Registrar" means the Registrar of Companies;"rules of the CDS" means rules made by the CDS and in force under the Securities Act;"securities" has the same meaning as in the Securities Act;"securities account" means an account established, in accordance with its rules, by the CDS for a depositor or a participant, for the recording of a deposit or withdrawal of securities and for dealing in such securities by the depositor or the participant;"securities exchange" has the same meaning as in the Securities Act;"SEM" means the securities exchange operated by the Stock Exchange of Mauritius Ltd;"settlement" means the settlement of transactions in accordance with the settlement service;"settlement service" means the service offered by the CDS whereby, in accordance with its rules, it provides facilities for the reporting and comparison of data respecting the terms of settlement of transactions, the reduction of the number of settlements of transactions, the allocation of settlements responsible, and acts as an intermediary in facilitating payments and deliveries of, or in connection with, transactions;"Stock Exchange of Mauritius Ltd" has the same meaning as in the Stock Exchange Act;"transaction" means a transaction in eligible securities on a securities exchange or otherwise permitted by the rules of the CDS involving eligible securities, and which effects a deposit, sale, purchase, loan, pledge, gift, transfer, delivery or withdrawal of eligible securities, a registration thereof, a change in the information pertaining to a securities account and any other operation provided for in the rules of the CDS;"uncertificated securities" means listed securities not evidenced by a certificate, the issue or transfer of which is registered or recorded in registers maintained for that purpose by or on behalf of the issuer.[S. 2 amended by s. 46 (10) of Act 13 of 2001 w.e.f. 1 August 2001; s. 156(4)(b) of Act 22 of 2005 w.e.f. 28 September 2007; s. 97 (1) of Act 14 of 2007 w.e.f. 28 September 2007.]3. Central depository, clearing and settlement service
3A. Provision of services
The Central Depository and Settlement Co. Ltd may, notwithstanding section 91 (4) of the Companies Act 2001, provide services relating to the register of shareholders and transfer of shares for companies in accordance with the rules of the CDS.[S. 3A inserted by s. 156 (4) (d) of Act 22 of 2005 w.e.f. 28 September 2007.]4. Issue of uncertificated securities
Notwithstanding the Companies Act, a listed issuer may—5. CDS deemed not to be a member
6. Withdrawal of security
7. Register of substantial shareholders of a company
8. Maintenance of accounts
9. Certification of names of depositors
10. Transfer by depository
11. Depository to be discharged from liability if acting on instructions
12. Confirmation of transaction
The CDS shall, in accordance with the rules of the CDS, issue to each depositor through his participant, following upon any transaction affecting deposited securities maintained for such depositor by the CDS under this Act, a confirmation note which shall specify the amount and description of the deposited securities and any other relevant transaction information.13. No rectification of Depository Register
14. ***
[S. 14 repealed by s. 52(3) of Act 17 of 2018 w.e.f. 31 January 2019.]15. Set-off
16. Non-application of section 13 of the Companies Act
17. Charging or pledging of securities
18. Reporting to Commission
19. Compliance orders
Where, from an inquiry conducted by the Commission, it appears to the Commission that there has been a contravention of this Act or of regulations made under this Act or of the rules of the CDS, the Commission may apply to the Court for an order directing or securing compliance with the said Act, regulations or rules in such manner as the Court shall deem fit.20. Duty to take reasonable security measures
The CDS and every participant shall take all reasonable security measures, in accordance with the rules of the CDS, to protect information and documents relating to the affairs of the depositors, and in particular, relating to their securities accounts, against any unauthorised access, alteration, disclosure or dissemination.21. Duty to maintain secrecy
22. Restrictions on disclosure of information by participants
Nothing in this Act shall authorise a participant which is a bank under the Banking Act to disclose any information or document to any other person in contravention of that Act.23. Permitted disclosures
Notwithstanding section 21, a person shall not be entitled to refuse to disclose any information or document—24. Central depository to provide assistance
25. Offences
26. Jurisdiction
Notwithstanding—27. Regulations
The Minister may—28. ***
29. ***
History of this document
30 June 2017 this version
Consolidation
25 January 1997
Commenced