M&A Part 1: Structuring And Strategy

The UK public M&A market in 2026 has already surpassed 2025's total value in just eight months, driven by large-cap deals and a quest for transformational scale. Hostile tactics have become increasingly prominent as bidders appeal directly to shareholders amid persistent valuation gaps, while target boards leverage pre-offer processes to maximize value. This analysis examines the key trends, strategic themes, and tactical developments shaping this remarkable year for UK takeovers.

The National Security and Investment Act 2021 (NSIA) came into force on 4 January 2022, creating a standalone regime giving the UK Government broad powers to scrutinise – and potentially intervene in – acquisitions and investments on the grounds of protecting national security. Nearly five years on, the NSIA regime is well established. It replaced the national security aspects of the UK Government’s intervention powers under the Enterprise Act 2002 and operates alongside the UK merger control regime.

The European Parliament's Committee on Economic and Monetary Affairs has adopted its position on the Sustainable Finance Disclosure Regulation reform, establishing key divergences with the European Commission and Council on professional investor exemptions and fossil fuel investment criteria. With trilogue negotiations set to begin in October 2026, private markets managers face critical decisions about how to position their funds under the new three-category framework expected to take effect in early 2029.

Sexual misconduct allegations make the case that burying problems only makes them worse in the long run.

This Corporate Update bulletin examines the most significant UK legal developments of 2026, from capital markets reform and employment rights legislation to corporate criminal liability expansion and competition regime changes. The analysis covers ten major areas of corporate law evolution, alongside recent FCA guidance on regulatory announcements and a High Court decision on shareholder-director settlements.

As businesses increasingly deploy agentic AI systems capable of autonomous decision-making and actions, questions arise about supplier liability when AI agents malfunction or produce unexpected results. This article examines the contractual frameworks governing agentic AI relationships, revealing how standard IT contracts may inadequately address the unique risks of autonomous AI systems and exploring strategies for customers to better protect themselves against potential losses from AI agent failures.

Oxfam and Carillion show the need for more rigour and vigour around donations and contracts

Fladgate is a leading law firm providing comprehensive legal services across multiple practice areas. The firm combines deep expertise with innovative approaches to deliver strategic solutions...

Most businesses are familiar with the obligation to carry out ‘right to work’ checks on their direct employees, which is a mandatory requirement under section 15 of the Immigration, Asylum and Nationality Act 2006 (“IANA 2006”).

An independent Premier League Commission has found Manchester City in breach of financial rules spanning nine seasons, with findings that the club artificially inflated revenues and reduced costs by over £900 million. The decision marks what the Premier League describes as the most significant case in its history, though Manchester City strongly disputes the findings and intends to appeal, setting the stage for further proceedings that could reshape English football's regulatory landscape.

The regulatory environment in Switzerland to date continues to be investor-friendly for the following three main reasons: (i) limited investment restrictions (a notable exception being the Federal Law on Acquisition of Real Estate (the so-called Lex Koller)...

The FCPA enforcement pause ordered in February 2025 by President Trump is over. The new FCPA enforcement guidelines signal a more targeted enforcement approach by the DOJ, which may potentially be more vigorous than before...

On March 10 2017, the Federal Council of Switzerland opened a hearing procedure for the amendment of the Lex Koller, the law restricting the acquisition of real estate by persons abroad.

All of the standard transaction strategies to acquire portfolio companies are commonly used in Switzerland. We assume that regular leveraged buyouts have accounted for the majority of the transactions in recent years. In 2025, the total deal volume in the private equity sector remained stable...

Switzerland continues to be one of the leading jurisdictions for fintech innovation, offering a stable legal framework, a sophisticated financial market and a technology-neutral regulatory approach.

Swiss Banks and Swiss branch offices or representative offices of foreign banks are subject to prudential supervision by the Swiss Financial Market Supervisory Authority (FINMA).

Generally, interest paid on loans are not subject to Swiss Withholding Tax ('WHT'). Interest on bonds and bank interest, however, are subject to 35% Swiss WHT

Bär & Karrer, a Swiss law firm, provides comprehensive legal and business solutions. Contact their Zurich office for expert assistance with legal advice, business inquiries, and professional services tailored to your needs.

Medbase AG, part of the Migros Group and a leading Swiss healthcare provider with a nationwide network of medical centres and pharmacies, has acquired a majority stake in the Ardentis Group, one of the leading providers of dental services in French-speaking Switzerland. The transaction strengthens Medbase’s position in the Swiss healthcare market and combines its nationwide healthcare platform with Ardentis’s established presence in the dental sector.

The Swiss real estate market has recently shifted, with institutional investors like pension funds and insurance companies largely stepping back and acting more as sellers than buyers...