Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

Panel definition

What does Panel mean? In corporate and public M&A practice, Panel (with a capital P) is shorthand for the takeover supervisory authority: in the UK, the Panel on Takeovers and Mergers (the takeover panel), and in Ireland, the Irish Takeover Panel. It oversees takeovers of listed and certain other public companies, administering and enforcing the applicable takeover rulebook (the UK City Code on Takeovers and Mergers; the Irish Takeover Rules), issuing rulings, consents and waivers, and interpreting the rules to ensure fair treatment of shareholders. In the UK it has a statutory basis under the Companies Act 2006, Part 28; in Ireland it...

UK Takeover Panel and Code: scope and 2025 jurisdictional reforms, transactions covered, procedures, enforcement, sanctions and related regulation

Published by a LexisNexis Corporate expert

Practice notes

brexit impact

Brexit has altered how the UK takeover framework operates, notably in these respects and practical areas:

the complete end of prospectus passporting arrangements between the UK and the EEA (particularly significant for securities exchange offers involving shares)
the removal of shared jurisdiction rules under the City Code on Takeovers and Mergers (Code), eliminating the previous parallel oversight
the repeal of the Companies (Cross-Border Mergers) Regulations 2007, ending that statutory route

For more on these points and other Brexit-driven adjustments, see Practice Note: Brexit—UK takeover regime [Archived] for further guidance.

Status of the panel and the Code

Formed in 1968, the Panel operated without statutory or other legal authority to oversee public company takeover activity across the market. From the outset, it has comprised representatives of leading institutions in the City of London, and, customarily, its enforcement relied on persuading the securities markets to withdraw facilities from ‘offenders’ by cutting off access to advisers (a practice called ‘cold-shouldering’), rather than on formal legal penalties. The Panel issues, administers and enforces the Code for the UK market. The Code is the main regulatory source governing the conduct of takeovers and takeover activity in the UK, setting standards of expected practice...

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Web page updated on 22/05/2026

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