Practice Statements

Practice Statements are issued by the 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 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Practice Statements are reviewed by the Executive periodically and are amended or withdrawn as necessary.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 can be viewed by clicking on the links in the table below. However, the content of Practice Statements that have been withdrawn can no longer be viewed.

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

2010

Number Date Subject Last amended
2010 statements will appear here

2009

Number Date Subject Last amended
No. 26 09/09/2009 Shareholder activism As issued
No. 25 17/06/2009 Debt syndication during offer periods As issued

2008

Number Date Subject Last amended
No. 24 10/07/2008 Appropriate offers and proposals under Rule 15 Amended 30/03/09
No. 23 10/07/2008 Rule 21.2 – Inducement fee agreements and other agreements between an offeror and the offeree company As issued
No. 22 10/07/2008 Irrevocable commitments, concert parties and related matters As issued
No. 21 07/03/2008 Rule 3 – Independent Advice As issued
No. 20 07/03/2008 Rule 2 – Secrecy, possible offer announcements and pre-announcement responsibilities Amended 30/03/09
No. 19 14/01/2008 Rule 19.3 – Unacceptable statements As issued

2007

Number Date Subject Last amended
No. 18 24/10/2007 Cross-border mergers As issued
No. 17 19/01/2007 The Companies Act 2006 Withdrawn 14/01/2008

2006

Number Date Subject Last amended
No. 16 22/08/2006 Note 5 on the definition of acting in concert – standstill agreements As issued

2005

Number Date Subject Last amended
No. 15 09/11/2005 Inducement fees – agreements between the offeror and the offeree company etc Withdrawn 10/07/2008
No. 14 09/11/2005 Schemes of arrangement Withdrawn 14/01/2008
No. 13 04/08/2005 Timetable extensions – alterations to a predicted date Withdrawn 14/01/2008
No. 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
No. 11 25/04/2005 Working capital requirements in cash and securities exchange offers Amended 14/01/2008
No. 10 25/04/2005 Cash offers financed by the issue of offeror securities Amended 30/03/09
No. 9 28/02/2005 Note 3 on Rule 20.1 – Equality of information to shareholders and the policing of meetings Amended 14/01/2008
No. 8 13/01/2005 Timetable extensions in potentially competitive situations As issued

2004

Number Date Subject Last amended
No. 7 21/07/2004 Possible improvement statements Withdrawn 14/01/2008
No. 6 21/07/2004 Strategic review announcements As issued
No. 5 28/04/2004 Rule 13.4(a) – Invocation of conditions Amended 30/03/09
No. 4 12/02/2004 Rule 21.2 – Inducement fees Withdrawn 10/07/2008
No. 3 12/02/2004 Rule 20.2 – Controlled auctions As issued
No. 2 12/02/2004 Rule 20.2 – Site visits and meetings with management As issued
No. 1 12/02/2004 Rule 20.1 – Equality of information Amended on 14/01/2008

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