Law360: On 10 June 2024, the European Commission opened its first in-depth investigation into a merger and acquisition transaction under the EU Foreign Subsidies Regulation (FSR).

Law360, Expert analysis: On 10 November 2025, Comunicaciones Celulares SA (a subsidiary of Luxembourg-based Millicom International Cellular SA that does business as TIGO Guatemala) entered into a deferred prosecution agreement (DPA) with the US Department of Justice (DOJ) to resolve a criminal investigation related to conduct by employees and executives of TIGO Guatemala. Lisa Vicens, partner, David Last, partner, and Andrés Saenz, senior attorney at Cleary Gottlieb Steen & Hamilton LLP, discuss the implications of this resolution and its alignment with recent FCPA enforcement priorities.

Law360, Expert analysis: The Financial Conduct Authority (FCA) published final rules on payment optionality for investment research in its policy statement in 9 July 2024. Written by Anna Maleva-Otto, partner, Schulte Roth & Zabel International LLP.

Law360, Expert analysis: On 22 May 2024, fines were issued against Citigroup Global Markets Ltd after a catastrophic so-called fat finger error by one of its bankers—one of the most significant recent examples, but by no means the first, of such a mistake. Written by Abdulali Jiwaji is a partner at Signature Litigation LLP.

This refers to the acquisition of a public company.

An independent body which hears appeals against rulings of the Hearings Committee. The Chair and Deputy Chair are appointed by the Master of the Rolls and will usually have held high judicial office. The procedures of the Board are summarised in Section 8 of the Introduction to the Code and are set out in full in its Rules which can be viewed on its website.

The Takeover Appeal Board (TAB) has published Statement 2024/1 (TAB Statement) setting out its decision on the appeal brought in relation to MWB Group Holdings plc (MWB Group). The publication of the TAB Statement represents the conclusion of an investigation by the Takeover Panel (Panel) into breaches of the Takeover Code (Code) in relation to MWB Group. The Executive Statement on MWB Group (Panel Statement 2024/17) has been prepared by the Panel Executive (Executive) to summarise the outcome of the proceedings before the Hearings Committee of the Panel (Hearings Committee) and the TAB resulting from that investigation.

Corporate analysis: The Takeover Panel (Panel) has published a response statement confirming changes to the Takeover Code (Code) in relation to the offer timetable in a competitive situation.

The City Code on Takeovers and Mergers, which has been developed since 1968 to reflect the collective opinion of those professionally involved in the field of takeovers as to appropriate business standards and as to how fairness to shareholders and an orderly framework for takeovers can be achieved. Following the implementation of the Takeovers Directive (2004/25/EC) by the CA 2006, Part 28, the rules set out in the Takeover Code have a statutory basis in relation to the United Kingdom. The Takeover Panel issues and administers the Takeover Code.

This Resource Note outlines the main provisions of Appendix 1 to the City Code on Takeovers and Mergers (Code), which deals with the procedures to be followed if the Panel is to be asked to waive the obligation to make a mandatory offer under Rule 9 of the Code. It highlights relevant materials, commentary and guidance from the Panel on Takeovers and Mergers, as well as Lexis+® UK analysis and resources, to give practical guidance on the interpretation and application of Appendix 1. Materials covered in this Resource Note include: • Practice Statements issued by the Panel Executive (the body that carries out the day-to-day work of takeover supervision and regulation) (the Executive) to provide informal guidance as to how the Executive normally interprets and applies the Code • Panel Statements published by the Panel (P/S) and Panel Instruments • Public Consultation Papers (PCP) and Response Statements (RS) published by the Code Committee • Annual Reports published by the Panel containing discussion of general issues (Annual Reports) • relevant Lexis+® UK resources Appendix 1—Setting the scene Takeover Code—Appendix

This Resource Note outlines the main provisions of Appendix 5 to The City Code on Takeovers and Mergers (Code), which deals with tender offers. It highlights relevant materials, commentary and guidance from the Panel on Takeovers and Mergers (Panel), as well as Lexis+® UK analysis and resources, to give practical guidance on the interpretation and application of Appendix 5. Materials covered in this Resource Note include: • 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 • Panel Statements published by the Panel (P/S) and Panel Instruments • Public Consultation Papers (PCP) and Response Statements (RS) published by the Code Committee • Annual Reports published by the Panel containing discussion of general issues (Annual Reports) • relevant Lexis+® UK resources Appendix 5—Setting the scene Takeover Code—Appendix 5—Tender offers Code and Lexis+® UK resources What it covers Appendix 5 deals with tender offers. Application Appendix 5 applies

This Resource Note deals with the definition of dealings in The City Code on Takeovers and Mergers (Code). It highlights relevant materials, commentary and guidance from the Panel on Takeovers and Mergers (Panel), as well as Lexis+® UK analysis and resources, to give practical guidance on the interpretation and application of the expression. Materials covered in this Resource Note include: • 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 • Panel Statements published by the Panel (P/S) and Panel Instruments • Public Consultation Papers (PCP) and Response Statements (RS) published by the Code Committee • Annual Reports published by the Panel containing discussion of general issues (Annual Reports) • relevant Lexis+® UK resources Dealings—Setting the scene Dealings Code and Lexis+® UK resources What it covers The expression is defined in the definitions section of the Code. Application The expression is used throughout the Code. Main Lexis+® UK resources Takeover