Entire Section
TKO A2.1 TKO A2.1 Disclosure in initial target circular
TKO A2.1.1
The
Governing Body of theTarget must disclose the following information:(a) the substance of the advice given to it by its external advisers;(b) where relevant, its views on the statements in theBid Document regarding theBidder's intentions in respect of theTarget and itsDirectors made pursuant to TKO A1.1;(c) details of the holdings ofSecurities of theTarget in theBidder ;(d) details of the holdings ofShares in theTarget andSecurities in theBidder in whichDirectors of theTarget are directly or indirectly interested;(e) details of the holdings ofShares in theTarget and (in the case of aSecurities Exchange Bid only) ofSecurities in theBidder which anyPerson acting in concert with theTarget owns or controls and the holdings ofShares in theTarget and, (in the case of aSecurities Exchange Bid only) ofSecurities in theBidder , owned or controlled by a subsidiary of theTarget , or by anyPerson acting in concert with it;(f) details of the holdings ofShares in theTarget and (in the case of aSecurities Exchange Bid only) ofSecurities in theBidder owned or controlled by aPerson who has any agreements, arrangements or understandings of the kind referred to in TKO A1.4.1 (j) and (k) with theTarget or with anyPerson acting in concert with theTarget ;(g) details of any agreements, arrangements or understandings of the kind referred to in TKO A1.4.1 (j) and (k) or, if there are none, a statement to that effect;(h) material particulars of all service contracts of anyDirector or proposedDirector of theTarget with the entity or any of its subsidiaries, or, if there are none, a statement to that effect; and(i) whether theDirectors of theTarget intend, in respect of their own beneficial holdings ofShares , to accept or reject theBid .
Derived from DFSA RM23/2005 (Made 26th September 2005). [VER1/09-05]TKO A2.1.2
If any
Person whose holdings ofShares orSecurities are required by TKO A2.1.1 to be disclosed has dealt for value in theShares orSecurities in question during the period beginning six months prior to theBid Period and ending with the latest practicable date prior to the posting of theTarget Circular , the details, including dates and prices, must be stated. If no such dealings have taken place, that fact must be stated.
Derived from DFSA RM23/2005 (Made 26th September 2005). [VER1/09-05]