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Implementation of the Takeover Bids Directive

June 2007 - Corporate & Commercial. Legal Developments by Andreas Neocleous & Co.

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Cyprus has enacted legislation transposing the European Takeover Bids Directive (Directive 2004/25/EC) into domestic law. 

The new Law on Public Takeovers applies to public takeover bids for companies whose registered office is in the Republic of Cyprus and which are admitted to trading on a locally regulated market.  Some of its provisions will also apply to companies whose registered office is outside Cyprus, provided certain conditions are met.

A key feature of the new law is the provision of a set of general principles governing public takeover bids, such as equal treatment of shareholders and shareholder protection.  In addition, the law sets out the procedures to be followed before and after the announcement of the public takeover bid, the mechanics of a public takeover bid (such as the way in which information will be disseminated), restrictions on the offeror company after the announcement of the bid and the circumstances under which the initial public takeover bid can be revoked.  The law also includes new “squeeze out” and “sell out” provisions.

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