Section 10: Transfer of assets and liabilities of the initial holding company to the successor companies

(1) The National Council on Privatisation shall, not later than one year from the initial transfer date, by an order, require the initial holding company to transfer employees, assets, liabilities, rights and obligations of the initial holding company to a successor company, as specified in the order.
(2) A transfer order shall be binding on the initial holding company, the transferee and all other persons.
(3) Subsection (2) of this section applies despite any general or special Act or any rule of law, including an Act or rule of law that requires notice or registration of transfers.
(4) A transfer order shall not require the consent of the initial holding company or the successor company, provided that consent of the transferee shall be required if the transferee is a person other than a successor company incorporated by the National Council on Privatisation under section 8.
(5) A transfer order may specify and describe, employees, assets, liabilities, rights or obligations to be transferred:
(a) by reference to specific employees, assets, liabilities, rights or obligations;
(b) by reference to any class of employees, assets, liabilities, rights or obligations; or
(c) partly in accordance with subsection (5)(a) of this section and partly in accordance with subsection (5)(b) of this section.
(6) With effect from the date specified in the relevant transfer order, all bonds, hypothecations, securities, deeds, contracts, instruments, documents and working arrangements that subsisted immediately before the subsequent transfer date and to which the initial holding company was a party shall, on and after that date, be as fully effective and enforceable against or in favour of the designated successor company as if, instead of the initial holding company, the designated successor company had been named therein.
(7) A transfer order may -
(a) require the initial holding company or the transferee to pay for anything transferred by or pursuant to the order and may specify to whom the payment shall be made;
(b) fix the amount of the payment; specify a method for determining the amount of the payment; or provide that the amount of the payment be determined by the National Council on Privatisation or a person designated by the National Council on Privatisation;
(c) require that the payment be made in cash, by set off, through the issuance of securities or in any other form specified by the order;
(d) fix the value of anything transferred by or pursuant to the order;
(e) specify a method consistent with international accounting practices for determining the value of anything transferred by or pursuant to the order;
(f) provide that the value of anything transferred by or pursuant to the order be determined by the National Council on Privatisation or a person designated by the National Council on Privatisation in a manner consistent with international accounting practices; provided that the value specified in the transfer order ought to have been calculated in accordance with international accounting practices;
(g) specify the date that a transfer takes effect and any interest in property that is transferred by the order vests in the transferee on that date;
(h) provide that a transfer shall not take effect until payment has been made for anything transferred by or pursuant to the order;
(i) provide that a transfer shall be deemed to have taken effect on a date earlier than the date the transfer order is made, but the effective date shall not be earlier than the day on which the relevant successor company was formed ;
(j) provide that transfers specified in the order and other transactions associated with the transfers shall be deemed to have occurred in a sequence and at times specified in the order;
(k) require the initial holding company or a transferee:
(i) to enter into any written agreement or execute any instrument specified in the order; and
(ii) to register in accordance with the order any agreement or instrument entered into or executed under subsection 7(k)(i) ;
(l) provide that any liability or obligation that is transferred by the order may be enforced against the initial holding company, the transferee, or both of them; and that any right that is transferred by the order may be enforced by the initial holding company, the transferee, or both of them ; or
(m) impose conditions on the exercise of powers by the transferee that are related to employees, assets, liabilities, rights or obligations transferred by the transfer order, including a condition that the powers be exercised only with the approval of the Commission.
(8) A transfer order may contain provisions dealing with other matters not specifically referred to in this Part that the National Council on Privatisation considers necessary or advisable in connection with a transfer.