SCHEDULE 2PRE-COMPLETION TRANSACTIONS

PART 1INTRODUCTION AND KEY CONCEPTS

Meaning of ““pre-completion transaction””

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1

A transaction is a pre-completion transaction if—

a

as a result of the transaction a person other than the original buyer (“"the transferee””) becomes entitled to call for a transfer to the transferee of the whole or part of the subject-matter of the original contract, and

b

immediately before the transaction took place a person (other than the transferee but not necessarily the original buyer) was entitled under the original contract to call for a transfer of the whole or that part of that subject-matter.

2

A transaction that gives effect to a person's acquisition of the whole or part of the subject-matter of the original contract is not a pre-completion transaction.

3

The grant or assignment of an option is not a pre-completion transaction.

4

The fact that a transaction has the effect of discharging the original contract does not prevent that transaction from being a pre-completion transaction.