Irish Takeover Panel Consultation On Changes To Takeover Rules

Author:Ms Paula Kelleher
Profession:Dillon Eustace

On 7 July 2011 the Irish Takeover Panel (the "Panel"), the statutory body responsible for monitoring and supervising takeovers and other relevant transactions in relevant companies in Ireland, issued two Consultation Papers setting out proposals to amend the Irish Takeover Panel Act 1997, Takeover Rules, 2007 to 2008 (the "Rules"). They may be viewed at:

Comments on the Consultation Papers must be received by 7 October 2011 and may emailed to: or sent to:

Irish Takeover Panel Lower Ground Floor 76 Merrion Square Dublin 2 FAX: 353 1 6789289

(i) Consultation Paper 1 - Incorporation by Reference Requirement to Publish on Website Other Miscellaneous Amendments - Proposals to amend the Takeover Rules

The main rule amendments being proposed in this Consultation Paper are as follows:-

offerors and offerees will be permitted to incorporate certain information into documents required under the Rules to be dispatched to the shareholders ("relevant documents") by reference to another source, including information on a website; offerors and offerees will be required to make available on their websites, or with Panel consent, the website of another person, all information published by it in relation to an offer, other than certain limited information; and the list of documents required to be put on display by offerors and offerees will be amended and copies of all such documents will have to be published on a website as well as displayed in hard copy format. The Panel considers that offeree shareholders will continue to be afforded equivalent treatment and will have sufficient time and information to enable them to reach a properly informed decision in relation to an offer.

The Panel notes that similar amendments have been made to the Takeover Code in the UK and in undertaking its review of the Rules, the Panel has considered these amendments and it is proposed that a number of them will be adopted in the Rules.

(ii) Consultation Paper 2 – Proposals to Amend Various Takeover Rules

Some of the key proposed amendments in...

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