Employee benefit trusts—concert party clearance from the Takeover Panel

Produced in partnership with Jeremy Glover (Share Schemes)
Practice notes

Employee benefit trusts—concert party clearance from the Takeover Panel

Produced in partnership with Jeremy Glover (Share Schemes)

Practice notes
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Relevance of the takeover code to share acquisitions by an EBT

It may be necessary to consult the Takeover Panel (Panel) in certain circumstances if the trustee of an Employee Benefit Trust (EBT) is acquiring Shares in a company.

If the trustee could be considered to be Acting in concert with others when it acquires the shares, this could result in the trustee being required to also extend its offer to buy shares to all other shareholders, in accordance with requirements under the City Code on Takeovers and Mergers (Code).

The Panel can be asked to confirm whether the trustee of an EBT will be presumed to be acting in concert for the purposes of these requirements under the Code. In some circumstances, the Code requires that the Panel must be consulted before certain share acquisitions by an EBT, as detailed below.

The Panel’s main functions are to issue and administer the Code and to supervise and regulate takeovers and other matters to which the Code applies. Its central objective is to

Jeremy Glover (Share Schemes)
Jeremy Glover (Share Schemes)


Jeremy is a senior incentives lawyer who has over 18 years' experience advising businesses on their employee and executive incentives and share plans. Jeremy's practice focuses on the field of remuneration, executive pay, employee share plans and management buyouts. Jeremy advises a broad range of clients including multinationals, quoted companies, privately owned companies (family, owner-managed businesses, venture capital backed and private equity backed). He also provides specialist expert advice to other professional advisers such as accountants, tax advisers and remuneration consultants for their clients. Jeremy has worked in private practice and in-house and enjoys advising clients using the benefit of both perspectives. Jeremy used to head up the incentives practices at Reed Smith LLP, Stephenson Harwood LLP and the Entrepreneurial Group at EY in London. Jeremy is now a senior consultant to a number of law and accounting firms including Reed Smith LLP, PWT Advice LLP and Jurit LLP. Jeremy is also the CEO of start-up 6S Infinity LLP which, inter alia, provides legal documentation services. Jeremy has a first class LLB from Exeter University and a first class MBA from Cass Business School.

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Jurisdiction(s):
United Kingdom
Key definition:
Employee Benefit Trust definition
What does Employee Benefit Trust mean?

EBT is an acronym for ‘employee benefit trust’, which is a type of discretionary trust which is set up primarily for the benefit of employees and former employees of a company (or parent company) and those of its subsidiaries and certain dependents.

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