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ARTICLE · 16 AUGUST 2013

UK Corporate Update

Fried Frank Harris Shriver & Jacobson
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An update on some changes to the City Code on Takeovers and Mergers announced in July, and on a recent Supreme Court decision relating to the circumstances in which English Courts will pierce the corporate veil.

United KingdomCorporate/Commercial Law
Laura Brunnen
Laura Brunnen
Richard May
Richard May
Jerry Walter
Jerry Walter
Helen Shilling
Helen Shilling
James West
James West

Summary:

This corporate update comments on some changes to the City Code on Takeovers and Mergers (the "City Code") announced in July, and on a recent Supreme Court decision relating to the circumstances in which English Courts will pierce the corporate veil. It also reports on a consultation paper published by the UK Department of Business, Innovation and Skills ("BIS") on "Transparency & Trust", which could have far-reaching implications in relation to such matters as the disclosure of the beneficial ownership of companies and directors' duties and responsibilities.

CHANGES TO THE UK TAKEOVER CODE: THE FORECAST LOOKS CLEARER

On 24 July 2013 the UK Takeover Panel (the "Panel") announced changes to the City Code relating to profit forecasts, merger benefits statements (to be re-named "quantified financial benefits statements" ("QFBs")) and the disclosure of material changes in information. The changes are intended to:

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