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Timetable—recommended offer—before 5 July 2021 [Archived]

Timetable—recommended offer—before 5 July 2021 [Archived] This archived timetable covers the key steps on a recommended offer that is announced before 5 July 2021. It has not been maintained since the Code’s revision in July 2021. For other examples of timetables used on takeover transactions, see: • Timetable—hostile offer—before 5 July 2021 • Timetable—recommended offer • Timetable—hostile offer • Timetable—scheme of arrangement Changes to the offer timetable On 31 March 2021 the Takeover Panel (Panel) published a response statement in which it confirmed that it would be proceeding with amendments to the Code relating to the treatment of offer conditions and the offer timetable. The amended Code applies to all firm offers which are announced on or after 5 July 2021 (implementation date), except where to do so would give the amendments retroactive effect. Any ongoing firm offers which straddle the implementation date, and any offers announced on or after the implementation date which are in competition with such ongoing offers, continue to be subject to the unamended provisions of...

Preliminary considerations—offeree—checklist

Preliminary considerations—offeree—checklist This is a checklist for the offeree and its advisers of points to be considered at various stages of a takeover bid, covering preparatory steps, the marshalling of defensive tactics (if necessary), preparation of the defence document and steps on a recommended bid. For a checklist for the offeror and its advisers of steps in the run up to the announcement of an offer and the publication of the offer document, see: Preliminary considerations—offeror—checklist. This is not an exhaustive checklist of all matters that may arise, which will depend on the exact particulars of the transaction. References to Rules are to the rules of the City Code on Takeovers and Mergers (Code). Preparatory steps (first awareness of potential offer) Appoint all necessary advisers (financial adviser, legal adviser, public relations consultants, etc).Rule 3.1: ‘The board of the offeree company must obtain competent independent advice on any offer and the substance of such advice must be made known to its shareholders.’ All offeree actions throughout to take...

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Types of pension arrangements for employees

Ways of accruing pension benefitsThere are a variety of possible pension arrangements for employees. The main options include:•occupational pension schemes•personal pension schemes•employer-financed retirement benefits schemes (EFRBS)•master trusts (including the National Employment Savings Trust (NEST) since October 2012)•the state pensionEmployees may be members of and contribute to more than one pension arrangement at the same time eg the employer's occupational pension scheme and the employee's own personal pension scheme.Occupational pension schemesFrom a legislative point of view, an occupational pension scheme:•is a scheme or other arrangements which provides benefits to or in respect of people:◦on retirement◦on having reached a particular age, or◦on termination of service in an employment•must have been established for the purpose of providing benefits to, or in respect of, people with service in employments of a particular description (and perhaps also for other people too)•must have been established by:◦an employer of people in employments of that description, or◦a person in an employment of that description, or◦a person representing interests which include those of such employers or persons in employmentThe...

The scheme-specific funding regime

The statutory framework The Pensions Act 2004 (PeA 2004) introduced a ‘scheme-specific’ funding regime applying to occupational pension schemes operating on a defined benefit (DB) basis. Certain schemes are exempt from this regime—for further information, see: Schemes exempt from the scheme-specific funding regime, below.The scheme-specific funding regime came into effect on 30 December 2005 and replaced the Minimum Funding Requirement (MFR), which proved to be unsuccessful as a test of individual schemes’ financial positions. It also introduced into UK law the scheme funding requirements of the IORP Directive 2003/41/EC on the activities and supervision of institutions for occupational retirement provision (the 2003 IORP Directive, subsequently repealed and recast as Archived Directive (EU) 2016/2341, Archived IORP II). Note that neither the 2003 IORP Directive, nor Archived IORP II form part of UK domestic law, but the UK laws implementing them do.The relevant UK legislation is contained in:•PeA 2004, ss 221–233. Significant changes were made to these provisions through the Pension Schemes Act 2021, s 123, Sch 10. These changes came into...

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Register of conflicts of interest for advisers

Register of conflicts of interest for advisers Name of Adviser Details of interest or conflict (actual,

Medical report during employment (employer’s doctor)—application for report

Medical report during employment (employer’s doctor)—application for report [insert date] [insert name and address of doctor] Private and confidential Dear [insert doctor’s name] Request for medical report on [insert employee’s name and date of birth] We are writing to apply for a report on the medical condition of our employee, [insert name]. [Name of employee] has worked with us since [insert date] as a [insert job title][ and we enclose a copy of their job description]. We need this report on [Insert name of employee] in order to [assess their fitness for and likely return to work AND/OR establish if there is any underlying health reason for their frequent absences from work AND/OR plan the work in their department, and assess the impact of their absence from or resumption of duties on workflow and resources AND/OR assess the effect of their condition on their day-to-day activities AND/OR consider the range of reasonable adjustments we may need to make AND/OR consider any short-term measures we can put in place...

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Can a company pay for or indemnify one of its directors in relation to a fine which has been imposed on such director following civil or criminal proceedings?

Can a company pay for or indemnify one of its directors in relation to a fine which has been imposed on such director following civil or criminal proceedings? We assume in this Q&A that the company is a private company limited by shares. A company is generally prohibited from indemnifying its directors against any liability in connection with any negligence, default, breach of duty or trust in relation to the company (section 232(1) of the Companies Act 2006 (CA 2006)). However, directors can be protected from liability by the acquisition and maintenance of insurance by the company for its directors against liabilities and by the company giving qualifying indemnities to its directors against certain liabilities (CA 2006, s 232(2)). Accordingly, a company may purchase a directors’ and officers’ insurance policy (D&O policy) to protect a director from liability (CA 2006, s 233). A D&O policy covering the liabilities of directors is a commercial product. The range of cover will depend on the terms negotiated with the...

If an employer agrees to make lump sum payments in respect of unpaid holiday and sick pay, can the employee opt to have these paid by way of employer pension contributions?

If an employer agrees to make lump sum payments in respect of unpaid holiday and sick pay, can the employee opt to have these paid by way of employer pension contributions? For information on the right to statutory paid holiday under the Working Time Regulations 1998, SI 1998/1833 generally, and how it is calculated, see Practice Notes: Statutory paid holiday—the right and Statutory paid holiday—calculating holiday pay. For information on remedies for non-payment of statutory sick pay (SSP) and contractual sick pay, see the section: ‘Remedies’ of Practice Note: Sick pay. If an employee brings an unlawful deduction from wages claim under section 23 of the Employment Rights Act 1996 (ERA 1996) in respect of unpaid holiday pay (or contractual sick pay), and the claim succeeds, the tribunal must make a declaration in the worker's favour and order that the employer pays the sums that were deducted (ERA 1996, s 24(1)). See: • Practice Note: Statutory paid holiday—enforcement and claims, and • the section: 'Remedies' of Practice Note:...

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Exam invigilator wins worker status claim in pay dispute

Law360: An employment tribunal has ruled that exam invigilators for the Scottish Qualifications Authority (SQA) enjoy worker status and deserve holiday pay, rejecting arguments that their situation was analogous to Deliveroo riders.

IMF issues warning on government pension scheme consolidation plans

Law360: Government plans to consolidate smaller pension funds into larger megafunds may reduce competition in the sector and would also benefit from enhanced oversight by the Pensions Regulator (TPR), the International Monetary Fund (IMF) said on 27 May 2025.

View the latest UK Parliament Acts documents on Pension scheme

675 Meaning of “pension scheme”

(1)     In this Chapter “pension scheme” means a scheme for the provision of benefits consisting of or including relevant benefits for or in respect of employees or former employees.(2)     In subsection (1) “relevant benefits” means any pension, lump sum, gratuity or other like benefit given or to be given on retirement or on death or in anticipation of retirement or, in connection with past service, after retirement or death.