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United Kingdom

Illustrative timetable for a UK public takeover by scheme of arrangement under the City Code and Companies Court process

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This is an illustrative timetable for a takeover structured as a scheme of arrangement.

It sets out the typical stages of a scheme, spanning the necessary court procedures and the obligations arising under the City Code on Takeovers and Mergers (the Code). In broad terms, it captures each step required in a standard scheme process.

For schemes, Rule 31 of the Code, which governs the timing of an offer, does not apply; instead, timing matters are addressed principally in Section 3 of Appendix 7 to the Code.

Because the court process must be accommodated, the Takeover Panel (Panel) permits greater flexibility on the scheme timetable than on an offer. Even so, the Code imposes certain constraints on the scheduling of a scheme, including:

  • where the offeror’s firm intention announcement contains a statement from the offeree board that it intends to recommend the scheme, the scheme circular, combining an offer document and the offeree circular, must be posted within 28 days of the firm intention announcement...
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Web page updated on 20/05/2026

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