Closing Audit Report definition

Closing Audit Report the closing audit report prepared by an auditing agency appointed by the Purchaser to audit the financial status of the Target Company in the period from the Reference Date to the Closing Date in accordance with the Second Phase Share Purchase Agreement “Closing Date” the date of issuance as stated on the new business certificate of the Target Company upon the completion of the Registration Procedures “connected persons” has the same meaning ascribed to it under the Listing Rules “Consideration” the consideration for the Second Phase Disposal

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Closing Audit Report means an audit report of the Business Auditors in accordance with Section 2.5(a), in which the Business Auditors certify the Actual Equity and the Actual Working Capital in accordance with this Agreement, which certificate shall (i) be substantially in the form of SCHEDULE 1.1(4)(b) hereto, (ii) be based on the Business Auditors' audit of the combined balance sheet of the Business as of the Closing Date, and (iii) include as an attachment the combined balance sheet of the Business (including related footnotes and disclosures) from which such Actual Equity and Actual Working Capital have been determined.

Closing Audit Report means an audit report of the Auditors prepared in accordance with Section 2.4, in which the Auditors certify the Actual Working Capital and Actual Net Program Inventory in accordance with this Agreement, which certificate shall based on the Auditors' audit of the consolidated balance sheet of the Company as of the Closing Date, and include as an attachment the consolidated balance sheet of the Company (including related footnotes and disclosures) from which such Actual Working Capital and Actual Net Program Inventory have been determined;

Examples of Closing Audit Report in a sentence

• Dividend resolutions of the Target Company shall be declared prior to the Closing Date (including the very date), and the amount of dividends shall be determined on the basis of the amount of distributable profits attributable to the target equity generated during the Transitional Period as specified in the Closing Audit Report.

• Dividend resolutions of the Target Companies shall be declared prior to the Closing Date (including the very date), and the amount of dividends shall be determined on the basis of the amount of distributable profits attributable to the target equity generated during the Transitional Period as specified in the Closing Audit Report.

• The JVC will prepare accounts based on the Closing Audit Report, compare them with the financial statements attached hereto as Appendix (A), calculate the differences between the value on the appraisal date and that on the Closing Date, and reconcile the accounts accordingly.

• Annex 1 hereto Is hereby confirmed by both parties as the final and binding resolution to the dispute between them over Purchaser's Objection Notice to the Closing Audit Report.

• The parties shall determine the Net Asset Value (i.e., the total owners’ equity) of the Target Company as of the Closing Date through negotiation based on the Closing Audit Report and the financial statements of the Target Company submitted by the Transferor on the Closing Date.

• The Auditors shall deliver the Closing Audit Report to each of Sellers and Purchaser no later than forty-five (45) days after the Closing.

• The Business Auditors shall deliver the Closing Audit Report to each of ABB and Purchaser no later than ninety (90) days after the Closing.

• The cost of the preparation of the Closing Audit Report shall be borne equally between Sellers, on the one hand, and Purchaser, on the other hand.

• PPF shall not be liable in respect of a Claim to the extent that allowance, provision or reserve in respect of the matter giving rise to the Claim or a specific category of such matters was made in the Closing Audit Report.

• The Closing Audit Report shall be binding and conclusive upon Purchaser and Sellers absent manifest error (i.e. an error of calculation).

More Definitions of Closing Audit Report

Closing Audit Report means a report of the Auditors prepared in accordance with Clause 3.3 in which the Auditors certify without qualifications the Combined Balance Sheet of CET 21, CP 2000 and MAG MEDIA as of the Closing Commencement Date (which report shall include as attachments the audited balance sheets of CET 21, CP 2000 and MAG MEDIA);