Takeover Code—Rule 34—Right of withdrawal

The following Corporate practice note provides comprehensive and up to date legal information covering:

  • Takeover Code—Rule 34—Right of withdrawal
  • 2021 changes to the Takeover Code
  • Mini-index
  • Rule 34—Setting the scene
  • Rule 34.1—When the right of withdrawal may be exercised
  • Rule 34.2—Return of documents of title
  • Rule 34—Related Code Rules, Notes and Appendices
  • Statutory withdrawal rights

Takeover Code—Rule 34—Right of withdrawal

This Resource Note outlines the main provisions of Rule 34 of The City Code on Takeovers and Mergers (Code), which deals with shareholder withdrawal rights on takeover transactions. It highlights relevant materials, commentary and guidance from the Panel, as well as Lexis®PSL analysis and resources, to give practical guidance on the interpretation and application of Rule 34. Materials covered in this Resource Note include:

  1. Practice Statements issued by the Panel Executive (the body that carries out the day-to-day work of takeover supervision and regulation) (Executive) to provide informal guidance as to how the Executive normally interprets and applies the Code

  2. Panel Statements published by the Panel (P/S) and Panel Instruments

  3. Public Consultation Papers (PCP) and Response Statements (RS) published by the Code Committee

  4. Annual Reports published by the Panel containing discussion of general issues (Annual Reports)

  5. relevant Lexis®PSL and LexisLibrary resources

2021 changes to the Takeover Code

In March 2021 the Panel published a response statement in which it confirmed that it would be proceeding with amendments to the Code relating to the treatment of offer conditions and the offer timetable. The amended Code applies to all firm offers which are announced on or after 5 July 2021 (implementation date), except where to do so would give the amendments retroactive effect. Any ongoing firm offers which straddle the implementation date, and any

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