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  • TMA-2.10 TMA-2.10 Asset Valuation

    • TMA-2.10.1

      When a valuation of assets is given in connection with an offer, it must be supported by the opinion of a named independent valuer who has no connection with other parties to the transaction. Asset valuations by a professionally qualified independent valuer must be provided when asset values are a particularly significant factor in assessing the relevant takeover or merger transaction.

      Amended: October 2019

    • TMA-2.10.2

      Valuation of assets documents provided by the offeror or the offeree must include:

      (a) The professional qualifications and address of the independent valuer;
      (b) The basis of valuation;
      (c) The opinion of the independent valuer supporting the valuation;
      (d) The effective date at which the assets were valued. If a valuation is not current, the valuer must state that a current valuation would not be materially different and if this statement cannot be made, the valuation must be updated;
      (e) A statement with the consent of the valuer that he has given and not withdrawn his consent to the use of his valuation report.

    • TMA-2.10.3

      Valuation report addressed to shareholders must be made available for inspection together with an associated report containing details of the aggregate valuation. Where CBB is satisfied that such disclosure may be commercially disadvantageous to the company concerned, it will allow the report to be in a summarized form.

    • Basis of Valuation

      • TMA-2.10.4

        In any valuation of an asset or business the basis of valuation must be clearly stated. Only in exceptional circumstances should it be qualified and in that event the valuer must explain the meaning of the words used. The material assumptions made in a valuation must be stated in the valuation.

        Amended: October 2019

      • TMA-2.10.5

        [This Paragraph was deleted in October 2019].

        Deleted: October 2019

      • TMA-2.10.6

        In the case of land currently being developed or with immediate development potential, in addition to giving the open market value in the state existing at the date of valuation, the valuation should include:-

        (a) The value after the development has been completed;
        (b) The estimated total cost, including carrying charges, of completing the development and the anticipated dates of completion and of letting or occupation; and
        (c) A statement whether planning or other regulatory consent has been obtained and, if so, the date thereof and the nature of any conditions attaching to the consent which affect the value.

        However, the value of the property should also be given as a net of any charges, levy, tax, etc.

        Amended: April 2013

    • Opinion and Consent Letters

      • TMA-2.10.7

        Standards of care; A valuation must be made with due care and consideration by the valuer or professional adviser making the valuation.

        Amended: October 2019

      • TMA-2.10.8

        [This Paragraph was deleted in October 2019].

        Deleted: October 2019

      • TMA-2.10.9

        When the valuer withdraws its written consent, the document must state such fact.

      • TMA-2.10.10

        [This Paragraph was deleted in October 2019].

        Deleted: October 2019

    • [This Subsection was deleted in October 2019]

      • TMA-2.10.11

        [This Paragraph was deleted in October 2019].

        Deleted: October 2019