Section 184. Loans and deposits to be immediately refundable on certain events

(1) Where in any prospectus issued in connection with an invitation to the public to subscribe for or to purchase debentures of a corporation there is a statement as to any particular purpose or project for which the moneys received by the corporation in response to the invitation are to be applied, the corporation shall make periodic reports to the trustee for the debenture holders as to the progress that has been made towards achieving the purpose or completing the project.

(2) Each such report shall be included in the report required to be furnished to the trustee for the debenture holders under subsection 182(1).

(3) When it appears to the trustee for the debenture holders that the 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, within a reasonable time, the trustee may and, if in his opinion it is necessary for the protection of the interests of the debenture holders, shall give notice in writing to the corporation requiring it to refund the moneys so received by the corporation and within thirty days from the notice is given, lodge with the Registrar a copy of the notice.

(4) The trustee shall not give a notice under subsection (3) if the trustee is satisfied that—

(a) the purpose or project has been substantially achieved or completed;

(b) the interests of the debenture holders 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

(c) the failure to achieve the purpose or project is due to the circumstances beyond the control of the corporation that could not reasonably have been foreseen by the corporation at the time the prospectus is issued.

(5) Upon receipt of a notice referred to in subsection (3) by the corporation, the corporation shall be liable to refund and, on demand in writing by the trustee, the corporation shall immediately refund to any person entitled to any money owing to the corporation as a result of a loan or deposit made in response to the invitation unless—

(a) before the moneys were accepted by the corporation, the corporation has given notice in writing to the persons from whom the moneys were received specifying the purpose or project for which the moneys would in fact be used and the moneys were accepted by the corporation accordingly; or

(b) the corporation served a notice in writing on the debenture holders stating—

(i) the purpose or project for which the moneys would in fact be applied by the corporation; and

(ii) to offer to refund the moneys to the debenture holders and the person has not demanded from the corporation refund of the money in writing within fourteen days from the receipt of the notice, or such longer time as specified in the notice.

(6) If the corporation has given a notice in writing specifying the purpose or project for which the moneys will in fact be applied by the corporation under subsection (5), this section shall apply and have effect as if the purpose or project specified in the notice is the particular purpose or project specified in the prospectus as the purpose or project for which the moneys were to be applied.