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A Practitioner's Guide to The City Code on Takeovers and Mergers 2009/2010

"The Takeover Code is principally designed to ensure high business standards and fairness to shareholders. In the 40 years of its existence, the Takeover Panel has established a reputation for operating flexibly and rapidly as new situations have arisen and market practice has developed. A number of Code amendments were made in 2008. Most importantly, in recognition of the increased use of electronic communications, the Code has been changed to allow offerors and offeree companies significantly greater freedom to use electronic forms of communication to send information about offers to offeree company shareholders. In addition, copies of certain Code documents and other information will be required to be published on a website. Since its first publication in 1988, A Practitioner’s Guide to The City Code on Takeovers and Mergers has become a valuable resource for all those working in this area. The publication of a new edition each year will continue to help readers keep up to date with the latest regulatory developments. We welcome this 21st Edition." Robert Hingley, Director General The Panel on Takeovers and Mergers Contents: Chapter 1: The Takeover Panel Robert Hingley, Director General, The Panel on Takeovers and Mergers Chapter 2: The Approach, Announcements and Independent Advice Stephen Hewes, Partner, Freshfields Bruckhaus Deringer LLP Chapter 3: Share Dealings - Restrictions and Disclosure Requirements Andy Ryde and Roland Turnill, Partners, Slaughter and May Chapter 4: Mandatory and Voluntary Offers and their Terms Christopher Pearson and Nick Adams, Partners, Norton Rose LLP Chapter 5: Provisions Applicable to all Offers, Partial Offers and Redemption or Purchase by a Company of its own Securities Mark Gearing, Partner, Allen & Overy LLP Chapter 6: Documents from the Offeror and Offeree Carlton Evans, Partner, Linklaters LLP Chapter 7: Conduct During the Offer; Timing and Revision; and Restrictions Following Offers David Pudge, Partner, Clifford Chance LLP Chapter 8: Profit Forecasts and Asset Valuations Ursula Newton, Partner, PricewaterhouseCoopers LLP Chapter 9: Application of the Market Abuse Regime to Takeovers Vanessa Knapp, Principal Consultant and Andrew Marsh, Senior Associate, Freshfields Bruckhaus Deringer LLP