Public company takeovers (Schemes)

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Practice notes
Removal of a directorThis note should be read in conjunction with Practice Note: Appointment, retirement and resignation of a director.For an...
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19th May
Practice notes
AIM Rules for Companies—Rules 12, 13, 14, 15 and 16—disclosure of corporate transactionsThis Resource Note outlines the main provisions of Rules 12,...
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19th May
Practice notes
Authorised share capital—continued relevanceThe allotment of shares is governed by the Companies Act 2006 (CA 2006). The requirements that apply...
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19th May
Practice notes
Redemption of shares—procedureThis Practice Note describes the procedure for a limited company to carry out redemption of its redeemable...
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19th May
Practice notes
Continuing obligations—vote holder and issuer notification rules (DTR 5)This Practice Note focuses on the notification obligations of holders of...
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19th May
Q&As
Can a company with Table A articles conduct board meetings via telephone?Companies should comply with their articles of association in relation to the...
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19th May
Practice notes
Acting in concertProduced with input from Rebecca Cousin of Slaughter and May on market practice.This Practice Note summarises the rules and guidance...
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19th May
Practice notes
Payments for a director’s loss of office—transfer of an undertakingThe Companies Act 2006 (CA 2006) contains provisions that require payments made by...
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19th May
Q&As
Can a capital contribution/gift by a shareholder be treated as distributable reserves?The issue is whether capital contributions or gifts by a...
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Produced in partnership with Brenda Hannigan of Southampton University 19th May
Practice notes
The Prospectus Regulation—key changes in comparison to the Prospectus Directive regimeThis Practice Note provides an overview of the implementation of...
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19th May
Q&As
Will a redesignation of shares constitute a variation of class rights?A redesignation of shares involves a change in the name of some or all of a...
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Produced in partnership with Julian Henwood of Gowling WLG 19th May
Practice notes
Financial assistance—a quick guideThe Companies Act 2006 (CA 2006) prohibits: •a public company (or its subsidiary) from giving financial assistance...
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19th May
Practice notes
Drafting and negotiating ancillary documents in a share purchase transactionThis Practice Note is part of the Share purchase transaction toolkit.In...
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19th May
Practice notes
Break fees—share purchaseThe nature and purpose of break feesBreak fees are generally designed to compensate one party’s legal and professional costs...
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19th May
Practice notes
Substantial property transactions—requirement to obtain members’ approvalThe Companies Act 2006 (CA 2006) contains provisions that restrict and...
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19th May
Practice notes
Company restoration—restoration by court orderWhy restore a company to the register?When a company has been struck off it may be possible for an...
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19th May

Most recent Public company takeovers (Schemes) content

Practice notes
Prior to an approach—offeree preparationThis Practice Note, produced with input from Rebecca Cousin of Slaughter and May on market practice, considers...
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5th Jun
Practice notes
Prior to a bid—the offerorProduced with input from Rebecca Cousin of Slaughter and May on market practice.BackgroundPublic company takeovers in the UK...
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5th Jun
Practice notes
Takeover Code—Rule 26—Documents to be published on a websiteThis Resource Note outlines the main provisions of Rule 26 of The City Code on Takeovers...
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5th Jun
Practice notes
Takeover Code—Appendix 1—Whitewash guidance noteThis Resource Note outlines the main provisions of Appendix 1 to The City Code on Takeovers and...
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5th Jun
Practice notes
Cross border merger regulations [Archived]NOTE: This archived Practice Note summarises the European regime governing mergers between companies based...
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5th Jun
Practice notes
Takeover Code—IntroductionThis Resource Note outlines the main provisions of the Introduction to The City Code on Takeovers and Mergers (Code), which...
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5th Jun
Practice notes
Asset valuations on takeover transactionsBackgroundSometimes a party to a takeover transaction may wish to publish an asset valuation during an offer...
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5th Jun
Practice notes
Public takeovers: Employees and employee representativesBackgroundAlthough all employees of an offeree are likely to have a strong interest in the...
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5th Jun
Practice notes
Takeover Code—Interests in securitiesThis Resource Note deals with the definition of interests in securities in The City Code on Takeovers and Mergers...
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5th Jun
Practice notes
Public M&A deals H1 2014—UK—Market Tracker Trend ReportThis report provides an in-depth analysis of 39 firm and...
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5th Jun
Practice notes
Takeover Code—Rule 29—Asset valuationsThis Resource Note outlines the main provisions of Rule 29 of The City Code on Takeovers and Mergers (Code),...
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5th Jun
Practice notes
Provision of information during an offerThe rules of The City Code on Takeovers and Mergers (Code) regarding the provision of information during an...
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5th Jun
Practice notes
Schemes of arrangement—advantages and disadvantagesIn recent years, schemes have been the structure of choice for the majority of offerors...
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5th Jun
Practice notes
Takeover Code—Rule 37—Redemption or purchase by a company of its own securitiesThis Resource Note outlines the main provisions of Rule 37 of The City...
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5th Jun
Practice notes
Takeover Code—Irrevocable commitmentsThis Resource Note considers the treatment of irrevocable commitments in The City Code on Takeovers and Mergers...
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5th Jun
Practice notes
Public M&A deals 2020—UK—Market Tracker Trend ReportThe Market Tracker trend report provides in-depth analysis of the 42 firm offers, 45 possible...
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Produced in partnership with Giles Distin of Addleshaw Goddard, Simon Wood of Addleshaw Goddard, Simon Allport of Bird & Bird, Alison Smith of Freshfields Bruckhaus Deringer LLP, Selina Sagayam of Gibson Dunn, Adam Cain, Julian Stanier, Tom Matthews of White & Case, Dominic Ross of White & Case and Patrick Sarch Partner of White & Case 5th Jun
Practice notes
Takeover Code—Rule 2—Secrecy before announcements; the timing and contents of announcementsThis Resource Note outlines the main provisions of Rule 2...
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5th Jun
Practice notes
Structuring a takeover—offers vs schemes of arrangementThis Practice Note contrasts and compares the principal features of the two most commonly...
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Produced in partnership with Julian Henwood of Gowling WLG 5th Jun
Practice notes
Break fees, deal protection measures and other offer-related arrangementsThis Practice Note considers the prohibition on break fees and other deal...
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5th Jun
Precedents
Irrevocable undertaking—shareholder—scheme of arrangementThe Directors[insert offeror's name] ([Offeror])[insert address][and][The Directors][[insert...
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5th Jun

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