The Takeover Panel has published its response to the external consultation on how the City Code on Takeovers and Mergers should apply to takeover transactions implemented by way of court approved schemes of arrangement. The consultation paper, which was published in July 2007, had proposed a number of amendments to the operation of the Code in the context of schemes, including the introduction of a new Appendix to the Code setting out specific rules relevant to schemes and a list of Code provisions that would not apply to schemes.

Whilst, in its response published on 29 November 2007, the Takeover Panel adopted most of its original proposals, it has made some amendments to address issues raised in the consultation process. Those issues included what timetable should apply to a Code-governed scheme and whether a scheme can be used either to satisfy an obligation to make a Rule 9 mandatory bid or in the absence of the support of the target board.

The changes to the Code take effect on 14 January 2008 and will apply to all transactions announced in accordance with Rule 2.5 of the Code on or after that date.

The response paper is available here