The Companies Act No. 17 of 2015Section 375 of The Companies Act No. 17 of 2015: Agreement for transfer of non-cash asset: requirements as to valuation and report
(1) Part XLI applies to the valuation and report required by section 374.
(2) In the report, the valuer shall specify—
(a) the consideration to be received by the company, describing the relevant asset (specifying the amount to be received in cash) and the consideration to be given by the company (specifying the amount to be given in cash); and
(b) the method and date of valuation.
(3) If the valuation was made by a person other than the valuer, the valuer shall include in or attach to the report a note that it appeared to the valuer reasonable to arrange for the report to be so made or to accept a valuation made by that person.
(4) Irrespective of whether the report was made by the valuer or by some other person, the valuer shall include in, or attach to, the report a statement to the effect that the method of valuation was reasonable in all the circumstances.
(5) The valuer shall also include in, or attach to, the report—
(a) a statement that it appears to the valuer that there has been no material change in the value of the relevant consideration since the valuation; and
(b) a statement that, on the basis of the valuation, the value of the consideration to be received by the company is not less than the value of the consideration to be given by it.
(6) A reference in section 374 or this section to consideration given for the transfer of an asset includes consideration given partly for its transfer.
(7) For the purposes of subsection (5)—
(a) the value of any consideration partly so given is to be taken as the proportion of the consideration properly attributable to its transfer;
(b) the valuer shall carry out, or arrange to be carried out, such valuations of any other thing that will enable the valuer to determine that proportion; and
(c) the valuer shall state in the report what valuations have been made for that purpose and also the reason for, and method and date of, any such valuation and any other matters that may be relevant to that determination.
Check the current authoritative text and amendment history before relying on this provision.
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