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Key definition
Offer definition

What does Offer mean? In receivables finance, Offer describes the seller’s act of submitting identified receivables to the purchaser for sale in return for the agreed purchase price under a receivables purchase agreement (RPA). It reflects the common law concept of offer and acceptance (developed in case law rather than statute) and is used consistently across England & Wales, Scotland, Northern Ireland and Ireland. An Offer typically: identifies the receivables (and any exclusions); states or enables calculation of the purchase price (often net of discount, reserves and fees); is made by an offer notice or data upload by a cut-off time; and...

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UK Takeover Code information rules during offers (Rules 19, 20, 21, 23, 26, 27, 30): standards, equal treatment, media and social media restrictions, publication, and liability

Practice notes
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The rules of the City Code on takeovers and Mergers (Code) regarding the provision of information during an offer

These rules play a pivotal part in the orderly conduct of the takeover process, notably by:

  • Safeguarding the orderly functioning of the securities markets
  • Guaranteeing offeree shareholders are treated alike and given ample time and disclosure to make a fully informed decision

At the heart of the Code’s framework for disclosures during an offer sits Rule 19, which sets expectations on diligence, accuracy and accountability for any published information. Rule 20 mandates equal access for all offeree shareholders and persons with information rights, while Rule 23 emphasises that disclosures must be adequate and timely so recipients can form a properly informed view of the offer’s merits (or demerits). Rule 30 governs the procedures and mechanics for issuing information, including the methods and timing for publication.

This Practice Note examines these general requirements and the specific rules addressing unacceptable statements, advertisements, press and media interviews, telephone campaigns and meetings...

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Web page updated on 22/05/2026

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