UK Takeover Panel change: Miscellaneous Code Amendments

The UK Takeover Panel released its response Statement on Miscellaneous Code Amendments on 5 May 2022.  From a shareholding disclosure perspective, the main change is the exclusion of custody and depository positions, which will take effect on 13 June 2022.

“A custodian or depository acting in the normal course of its business will not be treated as having an interest in the securities it holds as a result of that activity” Source: RS 2021/1, 5 May 2022 published by The Takeover Panel. 

Complex Reporting

UK Takeover Code Rule 8 is complex to comply with; especially if your business is connected to a Takeover deal or has a structure including both investment banking and asset management activity. 

Understanding which disclosure form applies to a specific deal and trading activity is complicated, due to the many factors affecting which disclosure form you should be using for your disclosure submission. These include:

• Are you connected to the deal?
• What business type is holding the position?
• Was it a proprietary trade?
• Do you have recognised intermediary status?
• Is the trade for a discretionary or non-discretionary client?
• Do you have EPT status?
• Do you have EFM status?

Source:  UK Takeover Panel Website

In addition, the submission deadlines themselves are difficult to comply with, especially if you are utilising a manual process. If you are connected to a deal you must disclose by no later than 12pm on the following business day, otherwise the deadline is 3:30pm.

Automate your position and trade data

Kaizen has a fully automated solution that will remove the decision making process for you, allowing for increased efficiency and accuracy. Our service processes your position and trade data and alerts you to your disclosure obligation in the format of the relevant Takeover Panel form. This means that you are ready to disclose first thing in the morning; simply click on “generate disclosure” and away you go! 

Using our solution means that you save time and remove the risk of human error and late reporting.

Did you know there are over 20 countries globally that have a form of Takeover Reporting requirement?  We cover those too. 

• For a conversation with Lucy or one of our regulatory specialists about the topics mentioned above, please contact us.