Enforcement of security over shares may trigger the obligation to make a mandatory offer
Rule 9.1 of the Takeover Code provides that, except with the consent of the Takeover Panel, when any person, together with any concert party, is interested in shares which carry not less than 30 per cent of the voting rights of a company but does not hold shares carrying more than 50 per cent of such voting rights and such person, or any concert party, acquires an interest in any other shares which increases the percentage of shares carrying voting rights in which he is interested, such person must make a mandatory cash offer for the company.
The Takeover Code goes on to provide, in Note 2 of the Notes on Dispensations from Rule 9, that where shares are charged as security for a loan and, as a result of enforcement, the lender would otherwise become obliged to make a mandatory offer under Rule 9, the Takeover Panel will not normally require such an offer if sufficient interests in shares are disposed of within a limited period to persons unconnected with such lender so as to reduce the percentage of shares with voting rights held by the lender and any concert party to the level they were before the enforcement of the loan…
Click on the link below to read the rest of the Walker Morris briefing.
Sign in or Register to continue reading this article
It's quick, easy and free!
It takes just 5 minutes to register. Answer a few simple questions and once completed you’ll have instant access.Register now
Why register to The Lawyer
In-depth, expert analysis into the stories behind the headlines from our leading team of journalists.
Identify the major players and business opportunities within a particular region through our series of free, special reports.
Receive your pick of The Lawyer's daily and weekly email newsletters, tailored by practice area, region and job function.
More relevant to you
To continue providing the best analysis, insight and news across the legal market we are collecting some information about who you are, what you do and where you work to improve The Lawyer and make it more relevant to you.
News from Walker Morris
News from The Lawyer
Briefings from Walker Morris
Nnew advice and guidance has been published for vloggers on how to ensure they do not unwittingly contravene consumer protection legislation or the CAP Code.
Also: defining ‘building’ in planning policy; and more
Analysis from The Lawyer
Which firms are cutting it in this era of slimline rosters, and who are the GC new brooms making clean sweeps? The Lawyer can reveal all
The law school war shows no signs of ending. But we have, perhaps, reached the end of the beginning.