Board minutes—takeover—making scheme effective—offeree
Board minutes—takeover—making scheme effective—offeree

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

  • Board minutes—takeover—making scheme effective—offeree
  • 1 Chair, notice and quorum
  • 2 Business of the meeting
  • 3 Directors’ responsibilities and declaration of interests
  • 4 Consideration of matters to be resolved
  • 5 Resolutions
  • 6 Future Developments
  • 7 Close of meeting

Board minutes—takeover—making scheme effective—offeree

[insert name of offeree] PLC

Minutes of a meeting of [a committee of] the board of directors of [insert full name of offeree] (the Company)

held at [insert place of meeting]

on [insert date of meeting] at [insert time][am OR pm]

Present:[Insert names of the director(s) physically present]
[[Insert names of any directors present by telephone as permitted by the Company’s articles of association] (by telephone)]
[[Insert names of any directors present by other means permitted by the Company’s articles of association] (by [insert other means])]
In attendance:[[Insert name], representative of [insert financial adviser] (the Bank)]
[[Insert name], representative of [insert law firm] (the Company's solicitors)]
[Insert names of any others in attendance who do not count towards the quorum for the meeting (eg company secretary)]
    1. 1

      Chair, notice and quorum

      [insert name] was appointed Chair of the meeting. [The Chair drew the meeting’s attention to the terms of the board minute dated [insert date] by which the Committee was constituted.] It was reported that proper notice of the meeting had been given in accordance with the Company’s articles of association (the Articles) and that a quorum was present. Accordingly, the Chair declared the meeting open.

    1. 2

      Business of the meeting

      The Chair explained that the principal business of the meeting was to consider whether the Company should now render effective the scheme of

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