General Principles
-
-
All holders of the securities of an offeree company of the same class must be afforded equivalent treatment.
-
If a person acquires control of a company, the other holders of securities must be protected.
-
-
-
The holders of the securities of an offeree company must have sufficient time and information to enable them to reach a properly informed decision on the takeover bid.
-
Where it advises the holders of securities, the board of directors of the offeree company must give its views on the effects of implementation of the takeover bid on:
-
employment;
-
conditions of employment; and
-
the locations of the company’s places of business.
-
-
-
The board of directors of an offeree company must act in the interests of the company as a whole and must not deny the holders of securities the opportunity to decide on the merits of the takeover bid.
-
False markets must not be created in the securities of:
-
the offeree company;
-
if the offeror is a company, that company; or
-
any other company concerned by the takeover bid
in such a way that the rise or fall of the prices of the securities becomes artificial and the normal functioning of the markets is distorted.
-
-
An offeror must announce a takeover bid only after:
-
ensuring that the offeror can fulfil in full any cash consideration, if such is offered; and
-
taking all reasonable measures to secure the implementation of any other type of consideration.
-
-
An offeree company must not be hindered in the conduct of its affairs for longer than is reasonable by a takeover bid for its securities.