Our Legal and Corporate Finance Expert Groups contributed to our response to the Takeover Panel consultation – The communication and distribution of information during an offer. We generally supported the proposed amendments to the proposals submitted by the Code Committee to the Panel, commenting that the changes apply balance and reflect general market practices.
We remarked that while we believe, in principle, that any presentation or document used in a meeting, as well as material new information relating to an offer which an offeror or the offeree company, should be made available on a website or regulatory information service, this could lead to an overload of information being released into the market that may be of little use to investors.
With regards to Note 8 on Rule 20.1 on presentations and other documents, we commented that it would be more effective, in terms in transparency, to place all versions of presentations on the website, detailing only the publication date, so that shareholders have the choice to how far they monitor any changes.
We noted that although a supervisor of a meeting should be required to confirm the names of individuals attending the meeting, it would be less burdensome to also confirm their “position”, instead of their “function”.
Finally, we commented that publishing relevant documents on a website by 12 noon on the day after an announcement remains a reasonable deadline. We suggested that there may be logistical reasons why ‘promptly’ may not be suitable, such as if parties outside the UK are in different time zones or the use of sub-contractors to maintain websites.
