The Panel seeks to ensure compliance with the Code through a consensual approach with the parties engaged in takeover activity. It is the practice of the Panel, in discharging its functions under the Code, to focus on the specific consequences of breaches of the Code with the aim of providing appropriate remedial or compensatory action in a timely manner. Furthermore, in respect of certain breaches of the Code, disciplinary action may be appropriate. The Panel may issue compliance rulings and, in certain restricted circumstances, may require the payment of compensation.
Under the provisions of the Companies Act 2006, the Companies (Takeovers and Mergers Panel) (Jersey) Law 2009 and the Companies (Guernsey) Law, 2008 (the “statutory provisions”), the Panel has the power to require, by notice in writing, documents and information and, in certain circumstances, to seek enforcement of a Panel ruling through the courts.
Full details of the Panel’s information, enforcement and disciplinary powers can be found in Sections 9, 10 and 11 of the Introduction to the Code.
The Executive has published statements providing further information as follows:
- Requiring information and documents: how the Executive will exercise the Panel’s power to require the production of information and documents under the statutory provisions.
- Disciplinary proceedings: including the criteria that will be taken into account by the Executive when considering whether to initiate disciplinary action and in proposing the appropriate sanction to the Hearings Committee of the Panel.
The Panel works closely with the FCA in relation to insider dealing and market abuse and has agreed with it operating guidelines for the handling of cases of market misconduct which are, or could be, of mutual interest to the FCA and the Panel.