Takeover Code—Rule 5—Timing restrictions on acquisitions
Takeover Code—Rule 5—Timing restrictions on acquisitions

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

  • Takeover Code—Rule 5—Timing restrictions on acquisitions
  • 2021 changes to the Takeover Code
  • Mini-index
  • Rule 5—Setting the scene
  • Rule 5.1—Restrictions
  • Rule 5.2—Exceptions to restrictions
  • Rule 5—Related Code Rules, Notes and Appendices

Takeover Code—Rule 5—Timing restrictions on acquisitions

This Resource Note outlines the main provisions of Rule 5 of The City Code on Takeovers and Mergers (Code), which deals with the timing restrictions on acquisitions that apply during a takeover. It highlights relevant materials, commentary and guidance from the Panel on Takeovers and Mergers (Panel), as well as Lexis®PSL analysis and resources, to give practical guidance on the interpretation and application of Rule 5. This Resource Note will be relevant to any stakebuilding exercise.

Materials covered in this Resource Note include:

  1. detailed notes accompanying the Code (Notes), which expand on the intended manner of the implementation of the Rules and relevant Appendices dealing with specific issues

  2. 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

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

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

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

  6. 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

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