Prohibited dealings definition

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The Model Code under the Listing Rules (deleted under MAR)

The Model Code under the Listing Rules (deleted under MAR) This Practice Note is for information only and focuses on the Model Code which used to be set out in the Listing rules, published by the authority'>Financial Conduct Authority (FCA), and which a company with a premium listing of equity shares was previously required to comply with. It restricted persons discharging managerial responsibilities dealing in the company's securities. The Model Code was deleted by the FCA as a consequence of the implementation of the Market Abuse Regulation. ICSA, the GC100, the QCA and other market participants published a guidance note and various specimen dealing codes to be used by listed and quoted companies from 3rd July 2016. See ICSA, GC100, QCA: Market Abuse Regulation (MAR) Dealing code and policy document. Market Abuse Regulation The FCA published a consultation paper setting out its proposals for the changes to the FCA Handbook required to implement the EU Market Abuse Regulation in November 2015 and its subsequent policy statement confirming the changes in April 2016. As of 3rd July 2016, the Model Code (previously in Listing Rule 9, Annex 1 of the FCA Handbook) was deleted along with the various references made to the Model Code throughout the FCA Handbook, eg LR 9.2.7 R. This was done as there was a clear overlap between the Model Code and the EU Market Abuse

Dealings in shares—prior to and during an offer

Dealings in shares—prior to and during an offer Dealing in shares and related interests Dealings in shares and related interests in the offeree and any offeror or potential offeror, both before and during an offer, can be of material significance in a public takeover transaction, with both sides seeking to obtain tactical or strategic advantage through the accumulation (or disposal) of holdings. This may be particularly relevant in contested takeovers, or where the offeror wishes to obtain the offeree board’s recommendation to a takeover. All dealings in securities relating to a takeover bid, whether before, during or after an offer period, are potentially subject to legal and regulatory restrictions which may limit or prohibit any such dealing. The restrictions on dealing in shares and related interests are numerous and complex. Potential offerors should familiarise themselves with the different but overlapping regulatory regimes which govern such restrictions well before making an approach to a potential offeree. In addition, dealings in shares and other securities of parties to an offer may require disclosure under a number of separate legal and regulatory provisions. For further details, see Practice Note: Disclosure of interests and dealings in shares prior to and during a takeover. Regulatory environment The Code Dealings in shares and securities of parties to an offer before and during an offer period are regulated principally by the City Code on Takeovers and Mergers (Code).

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What tighter US sanctions against Russia mean for companies

Law360, Expert analysis: In response to Russia's invasion of Ukraine on 24 February , the US, in close collaboration with key global allies, levied a series of increasingly broad and far-reaching sanctions against Russia, Belarus and separatist regions of Ukraine.