Powered by Lexis+®
Jurisdiction(s):
United Kingdom
CASE STUDY

“The forms and precedents section is essential so that I can quickly and easily look up provisions to include in templates or bespoke project contracts.”

RWE

Access all documents on Opening Position Disclosure

Opening Position Disclosure meaning

What does Opening Position Disclosure mean?
In takeover practice, an Opening Position disclosure is the Rule 8 announcement setting out, at the start of an offer period, who holds what in the relevant securities of the offeree and any identified offeror. It is defined by Rule 8 of the UK City Code on Takeovers and Mergers (Takeover Code) and has an equivalent regime under the Irish Takeover Rules. An Opening Position Disclosure must be made by: (i) the offeree; (ii) any offeror (once its identity is first publicly disclosed); and (iii) any person interested in 1% or more of any class of relevant securities of any party to the offer. It must state interests and short positions in, and rights to subscribe for, relevant securities of each party to the offer. Where the offeree or an offeror is disclosing, it must also include the positions of any person acting in concert with it. Timing: no later than 12 noon on the 10th business day after commencement of the offer period or, if later, after the announcement that first publicly identifies the offeror. It establishes the baseline for later Rule 8 Dealing Disclosures and promotes market transparency across UK and Irish takeovers.
Speed up all aspects of your legal work with tools that help you to work faster and smarter. Win cases, close deals and grow your business–all whilst saving time and reducing risk.

View the related News about Opening Position Disclosure

NEWS
EU law weekly briefing: key consultations, rulings and policy updates on competition, GDPR, CSRD/ESRS, Taxonomy, climate targets, AI Act, financial services, sanctions and trade defence — 13 November 2025

In this issue: Commercial Competition Corporate Data protection and cybersecurity Free movement, immigration and employment Financial services Energy Environment Life sciences Regulatory TMT International trade Daily and weekly news alerts New and updated content Trackers Commercial Commission consults on evaluation of market surveillance regulation The European Commission has launched a consultation to assess and, if needed, update the Market Surveillance Regulation (EU) 2019/1020. It aims to strengthen the operation of the single market by boosting compliance with EU product harmonisation rules, with any amendments scheduled for Commission adoption in Q3 2026. The consultation closes on 4 February 2026. See: LNB News 12/11/2025 22. Commission consults on New Legislative Framework revision The Commission’s Directorate-General for Internal Market, Industry, Entrepreneurship and SMEs (DG GROW H4) has opened a consultation to underpin the revamp of the New Legislative Framework (NLF) governing product law, seeking to capture stakeholder views on...

Read More Right Arrow
NEWS
UK and EU environmental law update: COP30, net zero and energy, asbestos reforms, ESG and sustainable finance, nature recovery, waste and EPR—13 November 2025

In this issue: COP30 Air emissions and climate change Energy for environmental lawyers Hazardous substances and chemicals ESG and sustainability Nature, biodiversity and habitat conservation Waste Waste producer responsibility regimes Daily and weekly news alerts New and updated content COP30 Council of EU approves updated NDC ahead of COP30 The Council of the EU has endorsed a refreshed nationally determined contribution (NDC) on behalf of the EU and its Member States, to be lodged with the United Nations Framework Convention on Climate Change (UNFCCC) in advance of COP30 in Belém, Brazil. Spanning to 2035, this revision builds upon the EU’s 2020 filing and its 2023 revision. It restates the current aim of cutting net greenhouse gas emissions by 55% by 2030 relative to 1990. It further notes the Council’s backing for a 90% net cut by 2040 and sets out an indicative 2035 contribution of 66.25% to 72.5%, designed to keep the EU on...

Read More Right Arrow
NEWS
UK Insurance & Reinsurance Weekly: AerCap stranded jets trial; COVID-19 BI 'at the premises' appeal; UK/EU regulatory updates, key dates and guidance for 10 October 2024

Insurance & Reinsurance weekly highlights—10 October 2024 In this issue: Ukraine conflict Coronavirus (COVID-19) business interruption insurance Cases and decisions UK Regulation EU Regulation New and updated content Case trackers Key dates Daily and weekly news alerts LexTalk®Insurance: a Lexis®Nexis community Ukraine conflict Aviation claims (AerCap Ireland Ltd v AIG Europe S.A. and another) — counsel for leading lessor AerCap told the High Court on 2 October 2024 that there is ‘no room’ for major insurers to decline billion-dollar claims concerning aircraft taken by Russian airlines, as the opening day of a trial expected to serve as a test case for further claims. See News Analysis: AerCap battles insurers over stranded jets as trial begins — at the 3 October 2024 hearing, a cohort of aviation insurers argued that directions from Russian President Vladimir Putin, a political act following sanctions, stopped hundreds of Western-owned planes being returned to their lessors. See News Analysis:...

Read More Right Arrow

View the related Practice Notes about Opening Position Disclosure

PRACTICE NOTES
UK takeover disclosure obligations: interests and dealings under DTR 5, Companies Act 2006 sections 791–828 (including section 793) and the Takeover Code (Rules 7 and 8)

Disclosure of interests and dealings The reporting of shareholdings and transactions both before and throughout a takeover offer sits within a dense, robust and intersecting framework of statutes and rules. The Panel on Takeovers and Mergers (Panel) views these disclosures as essential to uphold the General Principle in the City Code on Takeovers and Mergers (Code) that every participant in an offer should prevent the formation of false markets in the securities of the offeror or the offeree. Practically, the obligation to reveal interests and trades during a takeover bid chiefly aims to discourage stakebuilding, where an individual amasses and parks, without any public announcement, a material stake in another company...

Read More Right Arrow
PRACTICE NOTES
UK Register of Overseas Entities—beneficial ownership disclosure for UK land: registration and verification, Land Registry restrictions, trusts, offences and penalties, rectification, Scottish RCI, ECCTA 2023 reforms

The register of overseas entities The register of overseas entities took effect on 1 August 2022. Overseas entities wishing to buy, sell or transfer land or property in the UK were required to sign up with Companies House and state their registrable beneficial owners or managing officers by 31 January 2023. Corporate transparency is now regarded as a critical component of any plan to curb or eradicate corruption, tax evasion, terrorist financing and money laundering. In the aftermath of Russia’s invasion of Ukraine, HM Government fast‑tracked the Economic Crime (Transparency and Enforcement) Act 2022 (EC(TE)A 2022). Under EC(TE)A 2022, an overseas entity must register with, and supply details of its beneficial owners to, UK Companies House before it can be recorded as the legal owner of UK land. EC(TE)A 2022 is, in large part, derived from the earlier draft Registration of Overseas Entities Bill. The register is to be maintained by the Registrar of Companies for England and Wales (the registrar) and must include the following information: ...

Read More Right Arrow
PRACTICE NOTES
City Code on Takeovers and Mergers Rule 8: disclosure obligations, Opening Position/Dealing Disclosures, timing, 1% holders, concert parties, recognised intermediaries, derivatives and key Panel guidance

Rule 8—Setting This Resource Note distils the chief provisions of Rule 8 of the City Code on Takeovers and Mergers, under which certain persons, during an offer period, must disclose their positions or dealings in relevant securities of the parties to the offer—either publicly, or in some cases privately to the Panel on Takeovers and Mergers (Panel) only. No disclosure is required for positions or dealings in relevant securities of a cash offeror. It also signposts Panel materials, commentary and guidance, alongside Lexis+® UK analysis and resources, to provide practical direction on the interpretation and application of Rule 8. Practice Statements issued by the Panel Executive (the team handling the day‑to‑day work of takeover supervision and regulation) (Executive), offering informal guidance on how the Executive typically interprets and applies the Code Panel Statements and Panel Instruments Public Consultation Papers (PCP) and Response Statements (RS) published by the Code Committee Annual Reports published by the Panel discussing general matters (Annual Reports) relevant...

Read More Right Arrow