On 18 April, the Takeover Panel published two Panel Statements (PS 2024/9 and PS 2024/10) making minor “housekeeping” changes to the City Code on Takeovers and Mergers (the Takeover Code).

What's changed? 

The changes relate to fees and charges and the list of “nominating bodies” which can appoint a member of the Takeover Panel.

Document charges

In summary and with effect from 30 April 2024:

• the Document Charges Section of the Takeover Code will be deleted - this section is right at the back of the Takeover Code
• section 13 of the Introduction to the Takeover Code (Fees and Charges) will be amended so as to require document charges to be payable by the persons and in the circumstances set out on the Fees and charges page of the Takeover Panel’s website (rather than as set out in the Takeover Code).

Revised and increased document charges

The Takeover Panel has revised and increased the document charges which are payable in accordance with section 13 of the Introduction to the Code. The new document charges will be payable on offer documents and Rule 9 waiver circulars published on or after 1 June 2024 in accordance with the new scales published by the Panel.

Pensions and Lifetime Savings Association (PLSA) will cease to be a nominating body

Currently paragraph (iv) of section 4(a) of the Introduction to the Takeover Code (The Panel and its Committees) lists the PLSA as one of the “nominating bodies” which can appoint a member of the Takeover Panel. We understand that the PLSA has requested that it ceases to be a nominating body in this context. The change will take effect from 30 April 2024.

Further information

Both instruments making these changes can be found here: https://www.thetakeoverpanel.org.uk/the-code/list-of-instruments-and-links

How can we help?

If you would like to discuss UK Public M&A, please speak to your usual contact at Burges Salmon or Nick Graves, head of the firm's Corporate Department.