| Guvnor

Made under: European Communities Act 1972
Enforced by: Takeover Panel
Status: Amended (in force with amendments)
Penalty ceiling: Prosecution 2 of 11 obligations carry an unlimited fine. 9 have no criminal penalty — flagged in the list below.

Does it bind you?

Business-side roles with duties under this instrument.

Any Person4 Director or Officer2 Trader1

Plus 4 duties on the regulator, Crown ministers and public bodies — folded into the section list below.

Other Acts binding the same actors

If a role above is yours, these are the other instruments that most often bind it.

Any Person — also bound by 2684 other Acts

Human Medicines Regulations 2012 184 duties

Merchant Shipping Act 1995 144 duties

Insolvency (England and Wales) Rules 2016 104 duties

Communications Act 2003 92 duties

Road Traffic Act 1988 92 duties

Director or Officer — also bound by 482 other Acts

Insolvency (England and Wales) Rules 2016 162 duties

Companies Act 2006 126 duties

Insolvency Act 1986 77 duties

The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 68 duties

Building Societies Act 1986 32 duties

Trader — also bound by 864 other Acts

Value Added Tax Regulations 1995 416 duties

Companies Act 2006 244 duties

The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 133 duties

Companies Act 1985 85 duties

Insolvency (England and Wales) Rules 2016 62 duties

What it requires

Regulations creating concrete business duties or carrying penalties, grouped as the instrument is structured. Titles link to the source text — blue means you’re leaving for legislation.gov.uk.

Part 1

General

0 of 2 sections shown

2 other sections in this Part — procedural and definitional

s.001 Citation and Commencement

s.002 Interpretation

Part 2

The Takeover Panel

5 of 16 sections shown

s.004 The Panel Regulated

Other duties (1) — Crown / regulator

Takeover Panel must supervise takeover bids under the rulesStatutory regulator

s.005 Publication of the Code Regulated

Other duties (1) — Crown / regulator

Takeover Panel must make the Code available to the publicStatutory regulator

s.008 Offence of disclosure in contravention of regulation 7 Prosecution

Disclose information in breach of regulation 7Any Person

Unlimited fine

s.009 Duty of co-operation Regulated

Other duties (1) — Crown / regulator

Takeover Panel and FSA must cooperate with UK and overseas regulatorsStatutory regulator

s.010 Failure to comply with rules about bid documentation Prosecution

Fail to comply with takeover bid document rulesDirector or Officer

Unlimited fine

11 other sections in this Part — procedural and definitional

s.003 The rules

s.006 Power to require documents and information

s.007 Restrictions on disclosure

s.011 Enforcement by the court

s.012 No action for breach of statutory duty etc.

s.013 Interpretation of Chapter 4

s.014 Recovery of fees or charges

s.015 Panel as party to proceedings

s.016 Exemption from liability in damages

s.017 Privilege against self-incrimination

s.018 Amendments and modifications to Financial Services and Markets Act 2000

Part 3

Impediments to Takeovers

1 of 6 sections shown

s.024 Communication of decisions Regulated

Notify Takeover Panel and EEA regulators of opting-in/out resolutionsTrader

5 other sections in this Part — procedural and definitional

s.019 Interpretation of Part

s.020 Opting in and opting out

s.021 Further provisions about opting-in and opting-out resolutions

s.022 Effect on contractual restrictions

s.023 Power of offeror to require general meeting to be called

Part 4

Directors' Report etc.

1 of 4 sections shown

s.026 (1) In addition to the matters required by section 234ZZA... Regulated

Include takeover-related disclosures in annual directors' reportDirector or Officer

3 other sections in this Part — procedural and definitional

s.025 Matters to be dealt with in directors' report

s.027 Summary financial statement

s.028 Expressions in the Companies Act 1985

Part 5

Squeeze-out and sell-out

0 of 4 sections shown

4 other sections in this Part — procedural and definitional

s.029 Takeover offers

s.030 Where a takeover offer is made for a company that...

s.031 In this Part “company” means— (a) a company within the...

s.032 Except as otherwise provided expressions that are defined for the...

Schedules

4 of 84 shown

s.sch001 In determining whether to disclose information to a person or... Regulated

Other duties (1) — Crown / regulator

Takeover Panel must weigh importance and safeguards before disclosing informationStatutory regulator

s.sch002 Effect of notice under paragraph 2 Regulated

Pay or transfer share consideration to company after buy-out noticeAny Person

s.sch002 Right of minority shareholder to be bought out by offeror Regulated

Notify non-accepting shareholders of right to be bought outAny Person

s.sch002 Effect of requirement under paragraph 4 Regulated

Offeror must buy out minority shareholder when requiredAny Person

80 other schedules

s.sch001 The Secretary of State.

s.sch001 A constable.

s.sch001 A procurator fiscal.

s.sch001 The Scottish Ministers.

s.sch001 A disclosure for the purpose of enabling or assisting a...

s.sch001 A disclosure for the purpose of enabling or assisting an...

s.sch001 A disclosure for the purpose of enabling or assisting a...

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 The Department of Enterprise, Trade and Investment for Northern Ireland....

s.sch001 A disclosure for the purpose of enabling or assisting a...

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 A disclosure for the purpose of enabling or assisting a...

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 A disclosure for the purpose of enabling or assisting a...

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 The Treasury.

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 A disclosure for the purpose of enabling or assisting—

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 A disclosure for the purpose of enabling or assisting organs...

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 A disclosure with a view to the institution of, or...

s.sch001 A disclosure for the purpose of enabling or assisting an...

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 The Bank of England.

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 A disclosure by the National Lottery Commission to the National...

s.sch001 A disclosure for the purpose of enabling or assisting a...

s.sch001 A disclosure for the purpose of enabling or assisting an...

s.sch001 A disclosure for the purpose of enabling or assisting a...

s.sch001 A disclosure for the purpose of enabling or assisting the...

s.sch001 A disclosure for the purpose of enabling or assisting a...

s.sch001 The Financial Services Authority.