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  • 24.1 The offer document
  • 24.2 Intentions of the offeror with regard to the business, employees and pension scheme(s)
  • 24.3 Financial and other information on the offeror, the offeree company and the offer
  • 24.4 Interests and dealings
  • 24.5 Directors’ emoluments
  • 24.6 Special arrangements
  • 24.7 Incorporation of obligations and rights
  • 24.8 Cash confirmation
  • 24.9 Ultimate owner of securities acquired
  • 24.10 Admission to listing and admission to trading conditions
  • 24.11 Estimated value of unquoted paper consideration
  • 24.12 No set-off of consideration
  • 24.13 Arrangements in relation to dealings
  • 24.14 Dividends
  • 24.15 Incorporation of information by reference
  • 24.16 Fees and expenses
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Fourteenth edition
11 December 2023

Updated
11 December 2023

Timeline and revision history

You are viewing the Code as at 11/12/2023
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  1. 11/12/2023

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Incorporation of information by reference

  1. In addition to the requirements under Rules 24.3(a)(iii) and (iv) (and, insofar as they refer to Rules 24.3(a)(iii) and (iv), Rules 24.3(b) and (e)) for certain information to be incorporated into an offer document by reference to a website, information that is required to be included in a document under other Rules may be incorporated by reference to another source with the Panel’s consent.

  2. Information that is incorporated into a document by reference to another source must be published on a website by no later than the date on which the document is published. The information published on a website must be published:

    1. in a form that may be printed, read and retained by the person to whom the document must be sent; and

    2. in a “read-only” format so that it may not be amended or altered in any way.

  3. If a person is sent a document which incorporates information by reference to another source, that person may request a copy of the information so incorporated in hard copy form. If such a request is made, the party which published the document must ensure that a copy of the requested information is sent to the relevant person in hard copy form as soon as possible and in any event within two business days of the request being received by the relevant party.

  4. Any document which incorporates information by reference to another source (and any related website notification) must contain a statement that a shareholder, person with information rights or other person to whom it is sent may request a copy of any such information in hard copy form. Attention should be drawn to the fact that a hard copy of the information will not be sent to that person unless requested and details must be provided of how a hard copy may be obtained (including an address in the United Kingdom and a telephone number to which requests may be submitted).

NOTE ON RULE 24.15

Source of information incorporated by reference

Where a document incorporates information by reference to other sources, a consolidated list of all such information and sources must be provided including, in each case, details of where the information may be located (for example, providing details of the address of the website on which the information is published and details of the relevant document, page and, where relevant, paragraph numbers). A general reference to where information may be found, for example, “in the company’s annual report and accounts” or “on the company’s website” will not be sufficient.

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