Section 376 of The Companies Act No. 17 of 2015: Agreement for transfer of non-cash asset: requirement of approval by members
(1) The following conditions are further conditions that are required to be complied with for the purpose of section 374—
(a) that the terms of the agreement have been approved by an ordinary resolution of the company;
(b) that the requirements of subsection (3) relating to the circulation to members of copies of the valuer's report under section 377 have been complied with;
(c) that a copy of the proposed resolution has been sent to the other party to the proposed agreement.
(2) The reference in subsection (1)(c) to the other party to the proposed agreement is to the person referred to in section 374(1)(a).
(3) The requirements relating to the circulation of copies of a valuer's report are as follows—
(a) if the resolution was proposed as a written resolution — that copies of the valuer's report have been sent or submitted to every eligible member at or before the time at which the proposed resolution was sent or submitted to the member;
(b) if the resolution was proposed at a general meeting, that copies of the valuer's report have been circulated to the members entitled to notice of the meeting not later than the date on which notice of the meeting was given.
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