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24 May 2018

Public Company Update - May 2018

Welcome to the May edition of our biannual Public Company Update, aimed at directors and in-house counsel of quoted companies, nomads/brokers and sponsors, and other interested corporate finance professionals and intermediaries. In this edition we look at recent key changes to the AIM rules, the Takeover Code and the UK’s merger review thresholds; we explore the new QCA corporate governance code; and we provide practical guidance on deemed delivery of notices for general meetings and sell downs of shares in public companies.

We have seen an increase in market activity over the last six months and have been delighted to act on a number of capital market and M&A transactions for companies across the premium, standard and specialist fund segments of the Main Market. Highlights have included acting for MayAir on its £50m recommended offer implemented by way of scheme of arrangement which completed in March. This exit transaction follows a listing of the company on AIM in 2015, on which we also advised. We have also seen a lot of activity in the investment trust sector, including a C share and ZDP offering for Chelverton Small Companies Dividend Trust plc in January, and acting for India Capital Growth Fund Limited on its move from AIM to the Main Market in January.

I very much hope you enjoy this edition and find it insightful and informative.

Mark Howard, Corporate Partner

Sell down of shares in listed companies

Significant shareholders in listed companies may wish to consider selling down all or part of their shareholding. We explain the pre-planning required to enable best execution and flexibility.

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Deemed delivery of notice

Great care is needed in calculating the deemed service date when giving notice to shareholders of a GM/AGM.

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Takeover Code amendments

What you need to know and how the new rules will change the takeover process in practice.

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Key changes to the AIM Rules

Following the 2017 discussion paper and subsequent consultation on changes to the AIM Rules, the LSE has proceeded to make a number of changes.    

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Corporate Governance: one size does not fit all

We unpack the recent and impending developments in corporate governance codes.

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UK Government to implement new reviewing mergers powers on national security grounds

The UK Government is to proceed with proposals to extend its powers to review mergers in certain key strategic sectors.

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