Jurisdiction(s):
United Kingdom
Related legal acts
Key definition
Defence document definition

What does Defence document mean? In UK and Irish takeover practice, a defence document is the offeree board circular published by the target company in response to a hostile takeover bid. It presents the board’s recommendation to shareholders, the reasons for that view, financial and strategic analysis of the bid, and the independent advice of the Rule 3 adviser on whether the offer is fair and reasonable. It may include valuations, profit forecasts or quantified financial benefits statements, which must meet the Takeover Code’s reporting and verification requirements. The document is separate from the bidder’s offer document and is a hallmark of...

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Offeree defence circular: front-end disclosures and chair’s recommendation letter under the UK Takeover Code

Precedents
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This document is important and requires your immediate attention.

If you are uncertain about the contents of this document or the steps you should take, you are urged to obtain your own personal independent financial advice immediately from an adviser authorised under the Financial Services and Markets Act 2000 (as amended) if you are resident in the United Kingdom or, if not, from another appropriately authorised Independent Financial Adviser, such as:

  • your stockbroker
  • your bank manager
  • your solicitor
  • your accountant
  • or other independent financial adviser

If you sell, have sold, or otherwise transferred all of your Company Shares (other than pursuant to the Offer), please send this document as soon as possible to the purchaser or transferee, or to the stockbroker, bank, or other agent through whom the sale or transfer was effected, for delivery to the purchaser or transferee. However, this document must not be forwarded or transmitted into any jurisdiction where doing so would contravene the relevant laws of that jurisdiction...

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Web page updated on 22/05/2026

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