Application of the Takeover Code Extended

In May, a number of changes were announced to the Takeover Code (the Code), one of which is the removal of the "Residency Test".

The Residency Test essentially meant that the Code only applied to offers for certain companies which had their registered offices in the United Kingdom, the Channel Islands or the Isle of Man if they were also deemed by the Takeover Panel to have their place of central management and control in one of those three places.

From 30 September 2013, the Residency Test will no longer apply to those United Kingdom, Channel Islands or Isle of Man registered companies whose securities are admitted to trading on a multilateral trading facility in the UK (e.g. AIM or ISDX Growth Market). As a result, the Code will apply to all such companies irrespective of where they are managed and controlled.

The Residency Test will, however, continue to apply to those United Kingdom, Channel Islands or Isle of Man registered companies whose securities are admitted to trading on an overseas market only, unlisted public companies, and private companies that satisfy the ten year rule.

 
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