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Acquisitions and disposals by listed companies

Companies listing on a stock exchange are subject to a number of continuing obligations. One area where such obligations apply are significant corporate transactions such as acquisitions, disposals and reverse takeovers. This publication summarises the main legal and regulatory issues a listed company needs to consider when contemplating a significant corporate transaction, whether its shares are traded on AIM or it has a premium or standard listing on the Official List.

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Acquisitions and disposals by listed companies

Will Pearce, Dan Hirschovits, Nick Gilling ICSA Publishing Ltd, 2013

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Contents

1. General considerations for a listed company contemplating a significant corporate transaction

Chapter 1 looks at general considerations which can significantly impact on the timetable, structure, documentation and overall feasibility of a corporate transaction.

2. Substantial transactions, reverse takeovers and fundamental disposals by AIM companies

Chapter 2 examines how the AIM Rules apply to a significant corporate transaction.

3. Significant transactions by premium listed companies

Chapter 3 addresses transactions by premium listed companies which are subject to the requirements of the Listing Rules. Such companies are required to have systems and controls in place to identify transactions that may be subject to these requirements.

4. Reverse takeovers involving standard and premium listed companies

Chapter 4 looks at the requirements for standard or premium listed companies if an acquisition is made which amounts to a reverse takeover.

5. The role of the sponsor to a premium listed company on a significant transaction

Chapter 5 discusses when a premium listed company must consult a sponsor for advice and guidance. The role and responsibilities of the sponsor are also explored.

Practical tools and other customisable content

This publication includes the following customisable content:

The guide provides a general overview of applicable law and regulation as at October 1, 2013 and, whilst every effort has been taken to ensure the accuracy of its content, it is not intended to be comprehensive or constitute legal advice. Specific legal advice should always be sought in relation to the particular facts of a given situation and reference should always be made to the current full text of any applicable statutes, the AIM Rules, the LPDT Rules and related materials, as applicable.

Terms of use

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You are permitted to view, print and download this eBook for your personal use. Unless you have the permission of the copyright owner, you may not re-transmit the publication to anybody else.

Copyright

This publication is the copyright of ICSA Publishing Ltd.

All rights reserved. No part of this publication may be reproduced, stored in a retrieval system, or transmitted, in any form, or by any means, electronic, mechanical, photocopying, recording or otherwise, without prior permission, in writing, from the publisher. This publication is a general guide and is correct at the time of writing.

Disclaimer

The publication does not necessarily deal with every important topic or cover every aspect of the topics with which it deals. It is not intended to provide legal advice and should not be treated as a substitute for legal advice. Legal advice should always be sought before taking action based on the information provided. The authors bear no responsibility for errors and omissions.

The Institute of Chartered Accountants in England and Wales (as distributor) disclaims all liability for any errors or omissions.