Common use of REASON FOR THE MERGER Clause in Contracts

REASON FOR THE MERGER. By contributing the securities of the Absorbed Fund to the Absorbing SICAV, the Portfolio Management Company is turning the Absorbed Fund into a sub-fund of the SICAV. This transaction aims to give the Fund's unitholders shareholder status which will enable them to vote at general meetings and participate in the governance of the SICAV. Based on these considerations, this contribution agreement has been drawn up under the terms of which the Absorbed Fund is contributing all of its assets and liabilities to the Absorbing SICAV. As consideration, the Absorbing SICAV shall assume all of the liabilities of the Absorbed Fund and shall allocate to it shares issued as consideration for the contribution made, these shares having a value equal to the value of the net assets contributed by the Absorbed Fund.

Appears in 35 contracts

Samples: Contribution Agreement, Contribution Agreement, Contribution Agreement

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REASON FOR THE MERGER. By contributing the securities of the Absorbed Fund to the Absorbing SICAV, the Portfolio Management Company is turning transforming the Absorbed Fund into a sub-fund of the SICAV. This transaction aims to give the Fund's unitholders shareholder status which will enable them to vote at general meetings and participate in the governance of the SICAV. Based on these considerations, this contribution agreement has been drawn up under the terms of which the Absorbed Fund is contributing all of its assets and liabilities to the Absorbing SICAV. As consideration, the Absorbing SICAV shall assume all of the liabilities of the Absorbed Fund and shall allocate to it shares issued as consideration for the contribution made, these shares having a value equal to the value of the net assets contributed by the Absorbed Fund.

Appears in 8 contracts

Samples: Contribution Agreement, Contribution Agreement, Contribution Agreement

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REASON FOR THE MERGER. By contributing the securities of the Absorbed Mutual Fund to the Absorbing SICAV, the Portfolio Management Company is turning transforming the Absorbed Mutual Fund into a sub-fund of the SICAV. This transaction aims to give the Mutual Fund's unitholders shareholder status which will enable them to vote at general meetings and participate in the governance of the SICAV. Based on these considerations, this contribution agreement has been drawn up under the terms of which the Absorbed Mutual Fund is contributing all of its assets and liabilities to the Absorbing SICAV. As consideration, the Absorbing SICAV shall assume all of the liabilities of the Absorbed Mutual Fund and shall allocate to it shares issued as consideration for the contribution made, these shares having a value equal to the value of the net assets contributed by the Absorbed Mutual Fund.

Appears in 2 contracts

Samples: Contribution Agreement, Contribution Agreement

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