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This Practice Note considers the pension aspects that arise on transactions (including share sales) within the scope of the City Code on Takeovers and Mergers (the Takeover Code). For pension issues of more general application to share sales, see Pension issues in share sales—an introduction. The Takeover Code The Takeover Code is the commonly used name for the City Code on Takeovers and Mergers. It is issued by the Panel on Takeovers and Mergers (the Panel), the independent supervisory body for corporate transactions under Part 28 of the Companies Act 2006. Purpose of the Takeover Code The Takeover Code establishes an orderly framework for the conduct of takeovers. Its primary aim is to ensure that the shareholders of a target company are treated fairly and equally and are afforded the opportunity to decide on the merits of a takeover offer. The Takeover Code comprises principles and Rules and emphasises compliance with their spirit rather than a purely literal reading. When does the Takeover Code apply?...