CODEWORD

The amendment regulations include transitional arrangements. The technical amendments to the Code will not apply in respect of any of the following:

(a) a takeover if a takeover notice was sent to the target company before the commencement date of the amendment regulations;

(b) a compulsory acquisition that results from a takeover to which paragraph a) applies; or

(c) a shareholder meeting held for the purposes of rule 7(c) or 7(d) if the notice of meeting was sent to shareholders before the commencement date of the amendment regulations.

We are here to help

There are many small changes to the Code, and some that are more significant, as a result of the amendment regulations. Market participants and their advisers should look closely at the amended rules. Many of the amendments simply allow for the smoother practical operation of the Code’s requirements, but some rights and obligations have been changed.

The Panel executive is happy to discuss the changes to the Code with advisers to potential acquirers and Code companies. Potential problems can be averted by doing this. These discussions are without prejudice to the Panel’s position if a question of compliance with the Code later arises.

References to earlier documents

Proposed Amendments to the Takeovers Code – A Discussion Paper issued by the Takeovers Panel (7 April 2003): this was the Panel’s original discussion paper that was published and sent out for market consultation. It covers the bulk of the technical amendments that were recommended by the Panel.

Technical Amendments to the Takeovers Code (15 December 2003): this contained the Panel’s formal recommendations to the Minister of Commerce, following the market consultation that had been undertaken in April 2003.

Proposed Amendments to the Compulsory Acquisition Provisions of the Takeovers Code (15 December 2004): this was the Panel’s discussion paper that was sent out for formal market consultation on two areas of the Code’s compulsory acquisition process that were not covered by the original set of proposed technical amendments.

Technical Amendments to the Takeovers Code – recommendations to the Minister of Commerce from the Takeovers Panel (April 2005): this contained the Panel’s formal recommendations to the Minister on the two areas of the compulsory acquisition process that had undergone consultation in December 2004.