Dates                                                                                 

16 September 2008
11 December 2008
11 February 2009
22 May 2009
23 September 2009                                                               

 Course Overview

Participants will learn about how the Takeover Panel operates in practice and how to apply the six general principles.
They will master the issues involved in approaching target companies, making announcements, giving independent advice and complying with share dealing restrictions.
They will also gain a strong understanding of voluntary, mandatory and partial offers as well as the principles of the bid timetable and the conduct of the parties during an offer period.
They will be able to advise clients on the circumstances when the Code is applicable, the relevance of the key rules of the Code, the application of the Code in practice and the documentation requirements of the Panel.

 Course Content

 Introduction to the Takeover Panel
Composition and role
Enforcement
Applicability of the Takeover Code

 The Six General Principles and their Application

 Key Code Definitions

 The Approach,Announcements and Independent Advice(Rules 1-3)

 Dealings and Restrictions on the Acquisition of Shares
Prohibited dealings (including Rule 4)
Consideration to be offered (Rules 6 and 11)
Disclosure requirements (Rules 7,8 and 38)
Timing restrictions (Rule 5)

 Mandatory Offers (Rule 9)

 Voluntary Offers
The acceptance condition (Rule 10)
Subjectivity and pre-conditions (Rule 13)
Partial offers (Rule 36)

 The Competition Commission and the European Commission (including Rule 12)

 Provisions Applicable to all Offers
Multiple classes of share capital (Rule 14)
Convertibles and warrants (Rule 15)
Special deals with favourable conditions (Rule 16)

 Outline Bid Timetable (Rules 30 to 35)

 Conduct During the Offer
Information (Rule 19)
Equality of information (Rule 20)
Restrictions on frustrating action (Rule 21)

 Profit Forecasts and Asset Valuations (Rules 28 and 29)