Takeover Panel tougher rules

The UK’s Takeover Panel is consulting on a tightening of the rules for company acquisitions. Under the new rules firms making a takeover bid will make clearer statements of intent in respect of its future plans for the business that it hopes to acquire.

Specifically, the panel recommending that companies making an offer should be required to make specific statements of intention with regard to the offeree company’s research and development functions, the balance of the skills and functions of the offeree company’s employees and management, and the location of the offeree company’s headquarters and headquarters functions. This is in addition to the current requirements for companies making an offer to issue statements of intention with regard to the business, employees and pension schemes of an offeree company.

The panel is also proposing that statements of intention are issued when an offer for a company is made which is sooner than is currently the case. It is also proposed that an offeror must not publish an offer document for 14 days from the announcement of its firm intention to make an offer without the consent of the board of the offeree company.

The proposed rule changes were welcomed by the UK government. Secretary of State for Business, Energy and Industrial Strategy, Greg Clark, said: “One of Britain’s biggest assets in competing in the global economy is our deserved reputation for being a dependable and confident place in which to do business.

“The Takeover Panel is a respected and important part of this regime and the government welcomes the valuable changes it is proposing.”

Takeover Panel tougher rules
Takeover of Cadbury’s was controversial

There has been controversy about takeovers in the UK. For example, the takeover of Cadbury by Kraft Foods in 2010 was viewed as a particular loss for the country especially as a promise to keep one a factory in Bristol open was soon broken. Cadbury is now part of Mondelez, formed when Kraft spun off part of its business.

The government said that this autumn it would be publishing proposals that address the national security concerns that can arise from foreign investment.

The deadline for responses to the panel’s consultation on the proposed rule changes is 31st October. Comments can be sent to supportgroup@thetakeoverpanel.org.uk.

 

Last Updated: 22 September 2017

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