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Adobe PDFUK Takeover Code: Clarification of Rules Relating to Irrevocable Commitments and Letters of Intent by Target Company Directors
Richard May; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
January 23, 2014, previously published on January 21, 2014
On 17 January 2014, the UK Takeover Panel published Practice Statement No. 27 relating to how the prohibition on “offer-related arrangements” applies to irrevocable commitments and letters of intent given by target company shareholders who are also directors of the target company.

 

Adobe PDFUK Corporate Update
Laura Brunnen, Richard May, Helen Shilling, Jerry Walter; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
November 22, 2013, previously published on November 18, 2013
This corporate update gives an overview of recent rule changes in respect of director remuneration and summarises recent decisions relating to good faith obligations, MAC provisions and unjust enrichment.

 

Adobe PDFAll Together Now? ESMA Issues Statement on Shareholder Cooperation under the EU Takeovers Directive
Richard May; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
November 22, 2013, previously published on November 15, 2013
On 12 November 2013, the European Securities and Markets Authority (ESMA) issued a public statement on shareholder cooperation and acting in concert under the EU Takeovers Directive (2004/25/EC). The statement clarifies the circumstances in which shareholders may cooperate with each other without...

 

Adobe PDFUK Corporate Update
Laura Brunnen, Richard May, Helen Shilling, Jerry Walter, James West; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
August 12, 2013, previously published on August 8, 2013
This corporate update comments on some changes to the City Code on Takeovers and Mergers (the “City Code”) announced in July, and on a recent Supreme Court decision relating to the circumstances in which English Courts will pierce the corporate veil. It also reports on a consultation...

 

Adobe PDFUK Corporate Update - Recent Cases of Interest
Laura Brunnen, Richard May, Helen Shilling, Jerry Walter; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
June 5, 2013, previously published on June 3, 2013
This corporate update summarises certain decisions in the Court of Appeal and the Supreme Court relating to the balance sheet insolvency test, agreements to agree and the exercise of contractual discretion. The decisions clarify the law in a number of areas of day-to-day relevance.

 

Adobe PDFUK Takeover Code: The Panel Widens the Net
Richard May; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
May 20, 2013, previously published on May 17, 2013
On 15 May 2013, the UK Takeover Panel (the Panel) announced important changes to the scope of the City Code on Takeovers and Mergers (the City Code). Essentially, these changes mean that takeover bids for a wider range of companies will now be subject to the City Code, including bids for all...

 

Adobe PDFLondon Stock Exchange Launches High Growth Segment of the Main Market
Richard May, Sian Elizabeth Withey; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
May 2, 2013, previously published on May 1, 2013
The London Stock Exchange has launched the High Growth Segment of the Main Market. The High Growth Segment allows fast growing businesses which intend in due course to seek a premium listing on the Official List but which do not yet meet the relevant eligibility criteria to be admitted to trading...

 

Adobe PDFProposed Changes to the UK Takeover Code Relating to the Impact of Takeover Bids on Target Company Pension Plans
Richard May, Sheena McCaffrey; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
April 30, 2013, previously published on April 29, 2013
On 22 April 2013 the Takeover Panel (the Panel) announced changes to the City Code on Takeovers and Mergers (the City Code). The changes give a greater role to pension plan trustees in relation to takeover bids.

 

Adobe PDFUK Takeover Code - Statement on Recent Amendments to the Takeover Code
Richard May, Jerry Walter; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
November 29, 2012, previously published on November 27, 2012
Yesterday, the UK Takeover Panel issued Statement 2012/8 following its review of the changes to the Takeover Code introduced in September 2011. Those changes were introduced following the controversy relating to Kraft Foods Inc.’s bid for Cadbury plc. At the time, the Panel indicated that...

 

Adobe PDFProposed Changes To The UK Listing Regime: How Do You Control A Controlling Shareholder?
Richard May; Fried, Frank, Harris, Shriver & Jacobson (London) LLP;
Legal Alert/Article
October 23, 2012, previously published on October 22, 2012
The UK Financial Services Authority (the “FSA”) has published a consultation paper outlining several proposed changes to the Listing Rules. The changes, which are significant, are intended to enhance the effectiveness of the UK listing regime and to address concerns in relation to the...

 


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