Scheme document—offeree chair’s letter
Scheme document—offeree chair’s letter

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

  • Scheme document—offeree chair’s letter

Scheme document—offeree chair’s letter

Letter from the chair of [Insert name of offeree company] plc

(incorporated in [England and Wales] with registered number [insert number])

Registered office: [insert address]

Directors:

[List names of directors and roles/positions, eg, Chair, Chief Executive, Chief Financial Officer, Non-Executive Director]

[insert date]

To: [Offeree] Shareholders and, for information only, persons with information rights[, OR and] participants in the [Offeree] Share Plans[ and [Offeree] Warrantholders]

Dear Shareholder

Recommended Cash Offer for [Offeree] by [Offeror]

    1. 1

      Introduction

      On [insert date] the boards of [Offeror] and [Offeree] announced that they had agreed the terms of a recommended cash offer [for OR by [Offeror] to acquire] the entire issued and to be issued ordinary share capital of [Offeree]. The offer is now to be implemented by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006.

      This letter sets out the terms of the Scheme and the background to, and the reasons for, the [Offeree] Directors’ unanimous recommendation that [Offeree] Shareholders should vote in favour of it. Details of the actions you should take are set out in paragraph [insert number] of Part Two (Explanatory Statement) of this document, and the recommendation of the [Offeree] Directors is set out in paragraph [insert number] below of this letter.

    1. 2

      Summary of the terms of the Scheme

      Under the terms of the Scheme, which is subject to the Conditions and the

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