Takeovers: Law and Practice 2nd Edition

Description

This practical title provides a comprehensive statement of the legal considerations applicable to the takeover of a public company in the UK. Written by leading practitioners in the field, it covers the regulatory framework and the way in which takeovers work in practice; with comprehensive analysis of the relevant company law considerations, merger control processes, Takeover Directives, disclosure and transparency rules and much more including accounting for mergers & acquisitions.

Why Takeovers: Law and Practice Second Edition is essential:

The title thoroughly guides you through all the steps required in a takeover, including in-depth coverage of areas such as schemes of arrangement, directors' duties and compulsory acquisitions; as well as commentary on EU regulations and their impact within the UK market.

New to Takeovers: Law and Practice Second Edition:

• New chapter on pensions
• Companies Act 2006
• Takeover Directive
• Disclosure & Transparency Rules
• Abolitions of rules governing substantial acquisitions of shares
• Changes to code to provide for disclosures of dealings in derivatives
• Schemes
• Prospectus Directive
• Tables of references to Code rules

Author

General Editor: Gary Eaborn, Partner, Slaughter & May

Contents

1. Regulatory framework
2. Structuring takeovers and mergers
3. Pre-announcement steps, approach and announcements
4. The offer timetable
5. Conditions
6. Mandatory offers
7. Restrictions on and disclosure of share dealing
8. Information requirements
9. Equality of treatment
10. Bid defence, deal protection and directors’ duties
11. Types of consideration
12. Takeovers by Scheme of arrangement
13. Alternative takeover and merger structures
14. Compulsory Acquisition
15. Takeover Directive
16. Employee issues
17. Pensions
18. Merger Control and the Code
19. EC merger control regime
20. UK merger control
21. Accounting for acquisitions and mergers

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