Director’s responsibility letter—offeree directors
Director’s responsibility letter—offeree directors

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

  • Director’s responsibility letter—offeree directors
  • The Schedule

To: [name of offeree] (the Company) and its other directors

[name of financial adviser] (the Bank)

Proposed takeover offer for the Company

  1. 1

    1. I, the undersigned, a director of the Company, understand that in connection with the offer [to be] made by the [insert name of offeror] (the Offeror) for [all] the issued [and to be issued] [ordinary] [and preference] share capital of the Company [(such offer to be implemented by means of a scheme of arrangement (Scheme) of the Company) ](the [Offer OR Acquisition]),

    2. 1.1

      [the Offeror will or may issue or publish, or cause to be issued or published (amongst other things):

      1. 1.1.1

        a document addressed to shareholders of the Company, containing information about the Offer, including full details of its terms and conditions (the Offer Document);

      2. 1.1.2

        [a prospectus or equivalent document containing details of the issue of shares proposed to be made by the Offeror as consideration under the [Offer OR Acquisition OR (which may form part of the [Offer Document OR Scheme Circular]);]]

    3. 1.2

      the Company will or