Entire Section

  • TKO 11.1 TKO 11.1 Filing and posting the bid document and target circular

    • TKO 11.1.1 TKO 11.1.1

      A Bidder must:

      (a) post the Bid Document to shareholders within 21 days of its announcement of a firm intention to make a Bid; and
      (b) give prior notice to the DFSA by filing a copy of the Bid Document with the DFSA at least 1 day prior to such posting.
      Derived from DFSA RM23/2005 (Made 26th September 2005). [VER1/09-05]
      [Amended] DFSA RM42/2007 (Made 15th February 2007). [VER2/02-07]

      • TKO 11.1.1 Guidance

        1. The DFSA must be consulted if it is considered inappropriate or unlikely that the Bid Document is posted within this period and may, in considering any appropriate waiver or modification, require that interest for the period of delay be included in the Bid.
        2. The DFSA will not consider the merits of the Bid. It should not be assumed that because of this prior notification, the DFSA will not use powers available to it where the need for remedial action is subsequently identified.
        3. The DFSA expects that the Bid Document will be posted within 21 days of the announcement of a firm intention to make a Bid unless the bid is subject to regulatory pre-conditions of a type acceptable to the DFSA. Such regulatory pre-conditions, if acceptable to the DFSA may be permitted by way of a modification to delay the posting and disclosure of the bid documents as required under TKO Rule 11.1.1(a) and (b) and TKO Rule 2.4.6. Any such acceptance must be obtained in the form of a modification pursuant to TKO Rule 16.1.
        4. See also TKO Rule 8.1.2 in relation to disclosure of the Bid Document.
        Derived from DFSA RM23/2005 (Made 26th September 2005). [VER1/09-05]
        [Amended] DFSA RM40/2007 (Made 8th February 2007). [VER2/02-07]

    • TKO 11.1.2 TKO 11.1.2

      The Governing Body of the Target must:

      (a) advise the Target's shareholders of its views on the Bid by posting a Target Circular to the shareholders within 21 days of publication of the Bid Document; and
      (b) give prior notice to the DFSA by filing a copy of the Target Circular with the DFSA at least 1 day prior to such posting.
      Derived from DFSA RM23/2005 (Made 26th September 2005). [VER1/09-05]
      [Amended] DFSA RM42/2007 (Made 15th February 2007). [VER2/02-07]

      • TKO 11.1.2 Guidance

        1. See also TKO Rule 8.1.2 and TKO Rule 8.2.2 in relation to the disclosure of the Target Circular.
        2. The DFSA will not consider the merits of the response to the Bid. It should not be assumed that because of this prior notification, the DFSA will not use powers available to it where the need for remedial action is subsequently identified.
        Derived from DFSA RM23/2005 (Made 26th September 2005). [VER1/09-05]
        [Amended] DFSA RM40/2007 (Made 8th February 2007). [VER2/02-07]