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Terms and Conditions

1. Application

These Terms apply to Bank Patronus Corporate Banking and Business Banking Accounts. By applying to open an Account with the Bank or by retaining an Account with the Bank after these Terms come into effect, the Client agrees to these Terms.

2. Accounts

a. Bank’s obligation to provide banking services:

The Bank must provide banking services to the Client on the Client’s Account on Business Days unless:

  1. the Bank is prevented from opening for business or providing banking services by circumstances beyond the Bank’s control,
  2. the Account is dormant or suspended.

b. Client’s obligations

The Client must:

  1. adhere to the Purpose,
  2. comply with these Terms,
  3. and heed the Bank’s Guidance

3. Financial Crime

To enable the Bank to comply with Financial Crime Obligations, the Client must assist the Bank to conduct Client Due Diligence when opening an Account and on an ongoing basis.

4. Account balances.

Unless the Bank agrees a credit facility on an Account, the Client must maintain a credit balance. If a debit balance arises on an Account:

  1. the Client must pay-off the debit balance straight away; and,
  2. for the period during which there is a debit balance, the Bank may charge Fees, Debit Balance Interest, which would apply when a client has and exceeds an overdraft credit facility.
  3. The Bank may, at its sole discretion, settle any financial obligation that the Client owes the Bank by setting-off and debiting a credit balance of any Account held by the Client with the Bank.

5. Fees, Tariffs, Interest, and Costs

  1. The Bank must notify the Bank’s Fees and Tariffs to the Client and any change to them before they take effect.
  2. The Bank must notify the Credit Balance Interest Rate and other terms of an interest-bearing Account to the Client and any change to them before they take effect.
  3. The Bank may debit its Fees to the Client’s Account when they are due.
  4. If the Law requires the Bank to provide Account records to a court or statutory authority, or to take other action in relation to an Account, the Bank may recover its reasonable costs by taking Payment from the Client’s Account.
  5. Before crediting a payment received to an Account, the Bank may deduct any Fees, Costs, or Debit Balance Interest that are due from the Client.

6. Privacy

The Bank must comply with its commitments to the Client set out in the Bank’s Privacy Statement. The Bank may share information about the Client with third parties as stated in the Privacy Statement.

7. Dormant Accounts

  1. The Bank may designate an Account dormant, meaning that the Client cannot access the Account, if the Client does not use it for the period specified in the Bank’s Guidance.
  2. The Bank must notify the Client prior to designating an Account as being dormant, and also when the Account has been disactivated for being dormant.
  3. When the Client applies to the Bank to re-activate a dormant Account or to claim a credit balance, the Bank must:
  1. assist the Client as far as reasonably possible to re-activate the account or claim the credit balance, or
  2. notify the Client if the Bank has transferred the balance to the central bank or other state entity under the Law.

8. Account transactions:

a. Mandate:

  1. The Client must transact on its Account in accordance with the Mandate. The Client may change the Mandate subject to meeting the Bank’s requirements to make the change.
  2. The Bank will not seek to resolve or otherwise respond to a dispute about the Mandate between individuals who own or comprise a client or engage in its operations.
  3. The Client must check the Account statements and notify the Bank promptly of any Payments in breach of Mandate.

b. Cheques:

The Client must:

  1. keep a chequebook that the Bank issues to the Client securely.
  2. draw and sign cheques in accordance with the Mandate in a manner least likely to permit Fraud.
  3. notify the Bank straightaway if it discovers or suspects that a cheque has been stolen, forged, or fraudulently altered; and,
  4. pay into the Client’s Account only cheques drawn in favour of the Client as payee.

9. Electronic Banking

The Client must take all reasonable measures to prevent Electronic Banking Fraud including:

  1. appropriate Cybersecurity,
  2. ensuring the physical security of the Client’s IT and Verification Codes, and
  3. maintenance of the Mandate and Signatories, including the authorisation of an Electronic Banking Administrator (if any) and Electronic Banking Users.
  4. The Client must notify the Bank straightaway if the Client knows or suspects that the security of its Electronic Banking is at risk.
  5. The Client must ensure that a Signatory to whom the Bank issues a Card at the Client’s request:
  1. signs the Card immediately on the signature strip on the reverse, keeps the Card securely in the Signatory’s possession and does not disclose the Verification Code (PIN) issued to the Signatory with the Card.
  2. is the only person who uses the Card.
  3. complies with the terms of any credit facility on the Account to which it is linked.
  4. the Card is destroyed when it is cancelled or expires, or the Account to which it is linked is closed.

The Bank may require the Client to appoint an Electronic Banking Administrator in terms of the Mandate.

When using a Digital Certificate, (where available), the Client must comply with the Bank’s requirements in relation to Digital Certificates.

The Bank must notify the Client, in advance, of planned Electronic Banking outages and any suspension or discontinuance of, or changes to, the Client’s Electronic Banking services.

10. Fund Transfers

  1. The Client must provide clear and accurate instructions for any fund transfer requests. The Bank will rely strictly on the instructions provided and will not be responsible for errors or delays resulting from incomplete or incorrect information.
  2. The Bank reserves the right to verify the Client's identity and the authenticity of transfer instructions before processing any transfer. The Client agrees to cooperate fully with the Bank’s verification procedures. The Bank will confirm receipt of the transfer request and provide an acknowledgment of processing.
  3. The Bank will process fund transfers according to its standard processing times. Transfers will be executed during normal banking hours, excluding weekends and public holidays in Mauritius. The Client acknowledges that the timing of the transfer may be affected by factors beyond the Bank's control.
  4. The Client acknowledges that the Bank may charge fees for processing fund transfers as per the Bank's prevailing fee schedule. The Client agrees to bear any such fees, and the Bank may deduct these fees from the transferred amount.
  5. In the event of a dispute or error related to a fund transfer, the Client must notify the Bank in writing within 48 hours from the date of the transaction. The Bank will investigate the issue and, where applicable, take corrective action as per its policies.
  6. The Bank will not be liable for any loss or damage resulting from the Client’s failure to provide accurate instructions or from any delay in processing the transfer that is beyond the Bank’s reasonable control.
  7. The Client agrees to comply with all applicable laws and regulations governing fund transfers in Mauritius and acknowledges that the Bank may be required to report certain transfers to regulatory authorities.

11. Payments made in error or involving Fraud

  1. The Bank may reverse a Payment made in error or if the Bank suspects, on reasonable grounds, that it involves Fraud.
  2. If the Client knows or suspects it is not entitled to a Payment received, the Client must notify the Bank straightaway and maintain a sufficient balance or available credit limit to allow the Bank to reverse the Payment.
  3. If possible, the Bank will assist the Client in stopping, amending, or retrieving a Payment that the Client makes in error, or which the Client claims is Fraud.
  4. To reduce the risk of Fraud, the Bank may limit the number and value of Payments that the Client can make from an Account in a period without the Bank making additional security checks.
  5. The Bank may share details of Fraud or Cybercrime affecting or involving a Client with Country law enforcement agencies.

12. Delaying and Declining Payments

The Bank may delay or decline a Payment or other instruction if the Bank believes or suspects, on reasonable grounds, that the Payment or instruction:

  1. involves Fraud.
  2. may not be in accordance with the Mandate.
  3. does not comply with the Law.
  4. is likely to damage the Bank’s reputation; or,
  5. does not comply with Financial Crime Obligations.

13. Payments in currency other than Account currency

  1. If the Client initiates a Payment, or the Bank receives a Payment, in a currency other than the currency of the Account, the Bank may convert the currency of the Payment at the Bank’s applicable exchange rate and charge the Fee for a foreign exchange transaction at the applicable Tariff.
  2. If a Payment made in the converted currency is declined by the payee’s bank or is otherwise returned, the Bank may convert the Payment back into the currency of the Account at the Bank’s exchange rate applying at the time and charge a fee.

14. Account Closure

  1. The Client may close an Account at any time provided it first pays off any debit balance.
  2. The Bank may close an Account:
  1. on the expiration of a reasonable period of notice to the Client, or
  2. to comply with the Law or a Financial Crime Obligation.

15. Rights to deletion & erasure

The Bank may suspend transactions and services on an Account, wholly or partly, immediately and without prior notice in any of the following circumstances.

  1. The Bank suspects, on reasonable grounds, that the Client engages or is involved in Fraud or Financial Crime.
  2. The Bank suspects, on reasonable grounds, that the Client is a victim of Fraud or Cybercrime.
  3. The Client does not respond adequately, in the Bank’s reasonable opinion, to the Bank’s Client Due Diligence enquiries.
  4. The Bank finds, or reasonably suspects, that the Client has given the Bank materially inaccurate information.
  5. The Client breaches these Terms.
  6. It is necessary, in the Bank’s reasonable opinion, to protect the Bank’s reputation or interests.
  7. The Law requires it.
  8. It is required to comply with Financial Crime Obligations.
  9. The Client hinders, interferes with, or does not co-operate with the Bank in relation to Financial Crime Obligations.
  10. The Bank becomes aware of a dispute about the Mandate between individuals who own or comprise the Client or engage in its operations.
  11. The Client is insolvent, subject to enforcement action for recovery of debt, ceases to operate, loses a licence required for the Purpose, is nationalised, has its assets appropriated, or is uncontactable.
  12. The Client issues legal proceedings against the Bank or raises a claim against the Bank by way of set off or counterclaim in proceedings brought by the Bank.
  13. A third-party claimant issues proceedings to which the Bank is a respondent claiming the Client’s credit balance of an Account or an asset charged, assigned, or transferred to the Bank by way of security.
  14. The Client fails to maintain a credit balance or, if there is a credit facility, to maintain the balance within the credit facility limit.

16. Exclusion of Liability

To the extent permissible by the Law, the Bank is not liable to the Client in the following circumstances:

  1. The Bank is unable to open for business and provide banking services for reasons outside its control.
  2. Electronic Banking is not available.
  3. The Client instructs the Bank, via Electronic Banking or otherwise, to make a Payment with an incorrect Account Number or Sort Code, irrespective of whether the beneficiary’s name is correct.
  4. The Bank makes a Payment in breach of Mandate to the extent that the Payment settles the Client’s financial obligation to a third party due and owing at the date of the Payment, or to the extent that the Payment otherwise benefits the Client.
  5. The Bank delays processing a Payment because of checks and enquiries that the Bank makes to prevent Fraud, or to discharge Financial Crime Obligations.
  6. The Bank does not receive an electronic communication from the Client, the Bank cannot read the communication, or a third party alters the communication after the Client sends it but before the Bank receives it.
  7. The Bank, acting in good faith and exercising reasonable care, makes Payment of a stolen, forged, or fraudulently altered cheque, and the Client has not alerted the Bank that the Client is aware of or suspects that the cheque had been stolen or fraudulently altered.
  8. The Client facilitates a Payment in breach of Mandate.

17. Limitation of Liability for Loss

To the extent permissible by the Law, the Bank’s liability for losses is limited as follows:

  1. In respect of a Payment made in error, in breach of Mandate, or involving Fraud, the Bank’s liability is limited to the value of the Payment, and any Fees and interest suffered on the Account or credit interest foregone.
  2. In all circumstances, the Bank is not liable for the following:
  1. consequential damages including but not limited to loss of revenue, indirect loss, loss of business, loss of goodwill, damage to reputation, loss of profit opportunity.
  2. any loss that the Client could have prevented or mitigated through the exercise of reasonable care; or,
  3. any loss that is beyond the Bank’s reasonable control or is not reasonably foreseeable.

18. Acknowledgments

The Client acknowledges as follows:

  1. The Client is solely responsible for complying with the Law as it applies to the Client in relation to its Account.
  2. If the Client does not heed the Guidance in relation to the risk of Fraud or Cybersecurity or chooses not to accept Electronic Banking functionalities that minimize the risk of Fraud or Cybercrime, the Client does so at its own risk.
  3. The Client is solely responsible for maintaining the Mandate and for the actions of Signatories, an Electronic Banking Administrator, and Electronic Banking Users.
  4. The Bank may rely on the instructions of an Electronic Banking Administrator in relation to Electronic Banking Users including the Accounts and services they can access and financial limits of authority to make Payments.
  5. The Bank may, acting with reasonable care, rely on and perform all instructions that are in accordance with the Mandate that appear to originate from the Client, including those made by Electronic Banking.
  6. The Bank is under no obligation to accept the Client’s instructions by e-mail, fax, or other insecure means, but if the Bank accepts such an instruction, it is at the sole risk of the Client and subject to the Client’s indemnity.
  7. When the Bank credits un-cleared Payments to an Account, they may be reversed until they are cleared in accordance with the Law.
  8. New or amended Electronic Banking services that the Bank introduces from time to time are subject to these Terms and any additional terms specific to the service.

19. Indemnity

The Client must indemnify the Bank and hold the Bank harmless from any loss, damage, costs, and expenses that the Bank may sustain or incur resulting from the Bank acting upon:

  1. electronic files that the Client or a third-party service provider on the Client’s behalf transfers to the Bank for the purposes of Electronic Banking.
  2. the Client’s request that the Bank accepts instructions by email, fax, or other insecure means; or,
  3. the Client’s request to stop, amend, or retrieve a Payment or other instruction which the Client makes in error, or which the Client claims is Fraud.

20. General

  1. Joint and Several Liability: If more than one legal person comprises the Client, their obligations and liabilities under these Terms are joint and several.
  2. Rights not waived: If the Bank does not always use its rights, it does not mean the Bank has given them up.

21. Transfer of Rights and Obligations

  1. The Bank may transfer an Account and its rights and obligations under these Terms to a third party.
  2. The Client may transfer an Account or any rights and obligations under these Terms to third parties provided the Bank has first consented in writing.
  3. The Bank must not withhold its consent unreasonably.

22. Duration

These Terms continue in effect while the Client has an Account with the Bank or is indebted to the Bank.

23. Changes to Terms

The Bank reserves the right to change these terms and conditions from time to time. The Client will be notified of any such changes and agrees to be bound by the updated terms..

24. Partners’ services

  1. The Bank’s partners are solely responsible for services that they provide in connection with an Account.
  2. The Bank is not liable for any acts or omissions of a partner providing a service to the Client.

25. Effective Date

  1. These Terms come into effect when the Client opens an Account or, if it already has an Account, when the Bank provides these Terms to the Client and specifies the date when they are to come into effect.
  2. If the Client has an Account when these Terms come into effect, these Terms replace the Account terms and conditions that applied before.

26. Conflict with other terms and conditions

If there is a conflict between these Terms and other terms and conditions of the Bank’s products and services, the terms and conditions of the other products and services shall prevail.

27. Sufficiency of Evidence

  1. The Bank’s Statement of Account is sufficient evidence of the balance of the Account and of the entries in the Statement.
  2. The Bank’s record of the Client’s Payment instruction is sufficient evidence of the Client’s authority for the Payment.
  3. The Bank’s certificate of Electronic Banking content that the Client accesses in connection with an Account is sufficient evidence of the content as at a stated date and time.

28. Language

If the Bank provides these Terms in a language of choice other than English, in the event of conflict and issues of interpretation arising between the language of choice and English, this English version applies.

29. Governing law and jurisdiction

  1. The Laws of the Republic of Mauritius shall govern the relationship between the Bank and the Client and its Accounts under these Terms.
  2. The courts of Mauritius have exclusive jurisdiction to decide any dispute between the Bank and the Client in relation to an Account.

30. Client’s Contact Details and Notices

The Client must always provide to the Bank the following up to date information:

  1. Client’s legal name,
  2. Registered office (if applicable),
  3. Principal physical address from which the Client operates,
  4. Postal address if different from physical address,
  5. Functioning e-mail address and telephone numbers of the Client, any Electronic Banking Administrator, Electronic Banking Users, and other Signatories, and
  6. Any other information required by the Law.

Subject to the Law, the Bank may communicate with the Client for all legal purposes using any of the contact details that the Client has last provided and via Electronic Banking.

The Client must serve legal notices and legal proceedings on the Bank at its address for service being AFRICA FI PLACE, 3rd Floor, Lot 13, Wall Street, Cybercity, Ebene 72201.

31. Construction

The Parties must construe these Terms as follows:

  1. Headings appearing in these Terms are for ease of use only.
  2. Unless inconsistent with the context, an expression which denotes the singular includes the plural and vice versa.
  3. The “contra proferentem” rule of construction that, in the event of ambiguity, a contract is interpreted against the Party responsible for drafting it, does not apply in the interpretation of these Terms.
  4. Unless a contrary indication appears, where a number of days is calculated from a particular day, such number must be calculated as including that day and excluding the last day of such period.
  5. The use of the word “including” followed by specific examples must not be construed as limiting the meaning of the general wording preceding it and the eiusdem generis rule must not be applied in the interpretation of such general wording or such specific examples.

Terms and Conditions Governing Current Accounts

  1. In conformity with Article 2150-1 and following the Mauritian Civil Code, the Bank is entitled to set off debit and credit balances of the accounts of the applicant/client in case of default of any of the applicant/client’s obligations towards the Bank.
  2. No drawings shall be accepted against lodgements not yet entered in the Bank’s books; drawings against cheques (or other financial instruments) will be authorised only after the clearance of such effects and, in the event of any cheques being returned, the amounts of the cheques will be debited to the respective accounts accordingly.
  3. The client certifies that all lodgements to the account(s) do not directly or indirectly originate from any illicit financial activity.
  4. The client undertakes to notify the Bank in writing of any change of address or of any other changes concerning the accounts. Any document, letter, notice sent by the Bank to the client by post or delivered by hand to its last known address shall be deemed to have duly reached it. In consequence, the Bank is hereby discharged from all liabilities resulting from any failure on the part of the client to notify it of any changes.
  5. The Bank is entitled, in its sole and absolute discretion, to allow overdrafts and to process payment/transfer instructions.
  6. In the presence of various instructions, the total amount of which exceeds the available balance on the account to be debited and/or the credit limit granted, the Bank shall be entitled to determine in its sole and absolute discretion, which instruction(s) should be executed, regardless of the date which it/they bear(s) or that on which it/they was/were received.
  7. The Bank shall not be liable for delays or errors in conducting instructions which arise because of incorrect, incomplete, misleading, or illegible information received from the client, including any misdirection resulting from incorrect, incomplete, or contradictory details in transfer instructions.
  8. The correctness of each statement of account and balance received shall be duly verified by the client who shall notify the Bank in writing in case of any objections relating to the said statement in accordance with the provisions of section 58 of the Banking Act 2004.
  9. The Bank is entitled to debit the account(s) with any interest, fees, charges, commission, expenses, and disbursements related to services rendered. Such interest, fees, charges, commissions, or any other costs will be in accordance with the Bank’s usual rates which may be unilaterally amended from time to time and brought to the attention of the clients in such manner as decided by the Bank.
  10. The Bank is compelled by law to treat data pertaining to its client and related to its business relationship with the client (hereinafter “Client Data”) as confidential.
  11. The client agrees that the Bank is entitled to disclose Client Data to comply with legal and/or regulatory obligations as well as to safeguard its legitimate interests. This applies to transactions relating to foreign countries as far as applicable norms demand disclosure, for example to correspondent banks to process the transactions and/or to relevant authorities.
  12. The Bank may close the account(s) at any time by giving to the client 30 days’ notice in writing at the client’s last known address.
  13. The present account(s) mandate(s) shall be governed by and construed in accordance with the laws of the Republic of Mauritius as may be amended from time to time. Any legal action or proceeding arising out of or in connection with this agreement shall be submitted to the jurisdiction of the Courts of Mauritius.
  14. All authorised signatories, previously designated by the Customer and any other person as from time to time mandated by the Customer, to operate its accounts shall, unless otherwise expressly stipulated by the Customer by way of a board resolution, be ‘ipso facto’ entitled to access and operate the account(s) through Internet Banking as an authorised IB User.