Practice Statements

Practice Statements are issued by the Panel Executive to provide informal guidance to companies involved in takeovers and practitioners as to how the Executive normally interprets and applies relevant provisions of the Takeover Code in certain circumstances. Practice Statements do not form part of the Code. Accordingly, they are not binding on the Executive or the Panel and are not a substitute for consulting the Executive to establish how the Code applies in a particular case.

Practice Statements are reviewed by the Executive periodically and are amended or withdrawn as necessary. Each Practice Statement indicates the date on which it was issued or last amended (as the case may be) and states the position as at that date.

All Practice Statements that have been issued by the Executive, other than those which have been withdrawn, can be viewed by clicking on the links in the table below.

All the links in the following tables are to documents in PDF format.

2014

Number Date Subject Last amended
28 14/11/2014 Rules 2.8 and 35.1 – Entering into talks during a restricted period As issued
27 17/01/2014 Rule 21.2 – Directors’ irrevocable commitments and letters of intent As issued

2009

Number Date Subject Last amended
26 09/09/2009 Shareholder activism As issued
25 17/06/2009 Debt syndication during offer periods Amended 19/09/2011

2008

Number Date Subject Last amended
24 10/07/2008 Appropriate offers and proposals under Rule 15 Amended 19/09/2011
23 10/07/2008 Rule 21.2 – Inducement fees and other offer-related arrangements Amended 19/09/2011
22 10/07/2008 Irrevocable commitments, concert parties and related matters Amended 19/09/2011
21 07/03/2008 Rule 3 – Independent advice As issued
20 07/03/2008 Rule 2 – Secrecy, possible offer announcements and pre-announcement responsibilities Amended 19/09/2011
19 14/01/2008 Rule 19.3 – Unacceptable statements Amended 19/09/2011

2007

Number Date Subject Last amended
18 24/10/2007 Cross-border mergers Amended 19/09/2011
17 19/01/2007 The Companies Act 2006 Withdrawn 14/01/2008

2006

Number Date Subject Last amended
16 22/08/2006 Note 5 on the definition of acting in concert – standstill agreements As issued

2005

Number Date Subject Last amended
15 09/11/2005 Inducement fees – agreements between the offeror and the offeree company etc Withdrawn 10/07/2008
14 09/11/2005 Schemes of arrangement Withdrawn 14/01/2008
13 04/08/2005 Timetable extensions – alterations to a predicted date Withdrawn 14/01/2008
12 04/08/2005 Rule 9 and the interests in shares of clients whose funds are managed on a discretionary basis Amended 07/03/2008
11 25/04/2005 Working capital requirements in cash and securities exchange offers Amended 19/09/2011
10 25/04/2005 Cash offers financed by the issue of offeror securities Amended 19/09/2011
9 28/02/2005 Note 3 on Rule 20.1 – Equality of information to shareholders and the policing of meetings Withdrawn 19/09/2011
8 13/01/2005 Timetable extensions in potentially competitive situations Amended 19/09/2011

2004

Number Date Subject Last amended
7 21/07/2004 Possible improvement statements Withdrawn 14/01/2008
6 21/07/2004 Strategic review announcements Amended 19/09/2011
5 28/04/2004 Rule 13.5(a) – Invocation of conditions Amended 19/09/2011
4 12/02/2004 Rule 21.2 – Inducement fees Withdrawn 10/07/2008
3 12/02/2004 Rule 20.2 – Controlled auctions As issued
2 12/02/2004 Rule 20.2 – Site visits and meetings with management As issued
1 12/02/2004 Rule 20.1 – Equality of information to shareholders and the policing of meetings Amended 30/09/2013

In this section

Recent website updates

 

Search the site

Disclosure Table

Details of offeree companies and offerors currently in an offer period. Positions and dealings in relevant securities must be disclosed under Rule 8 of the Code.

Current Table - Rule 8 Summary
Download: Excel - CSV - XML

The Takeover Code

The Takeover Code is designed to ensure that shareholders are treated fairly, are not denied an opportunity to decide on the merits of a takeover and are afforded equivalent treatment by an offeror. It provides an orderly framework within which takeovers are conducted.
Download Code as PDF - Order printed copy

More information

Statements by the Panel

Download Statements, Practice Statements and Annual Reports published by the Takeover Panel.

More information - Statement alerts

Company announcements

Where to find statements and disclosures notified to a Regulatory Information Service in relation to takeovers regulated by the Takeover Panel.

More information