{
  "url": "https://openlegislation.uk/financial-services-and-markets-act-2000/schedule-11/paragraph-12",
  "json_url": "https://openlegislation.uk/financial-services-and-markets-act-2000/schedule-11/paragraph-12.json",
  "legislation": "ukpga/2000/8",
  "legislation_title": "Financial Services and Markets Act 2000",
  "legislation_url": "https://openlegislation.uk/financial-services-and-markets-act-2000",
  "path": "schedule/11/paragraph/12",
  "kind": "paragraph",
  "number": "12",
  "heading": null,
  "text": "(1) The securities are offered in connection with a takeover offer.\n(2) “Takeover offer” means—\n(a) an offer to acquire shares in a body incorporated in the United Kingdom which is a takeover offer within the meaning of the takeover provisions (or would be such an offer if those provisions applied in relation to any body corporate);\n(b) an offer to acquire all or substantially all of the shares, or of the shares of a particular class, in a body incorporated outside the United Kingdom; or\n(c) an offer made to all the holders of shares, or of shares of a particular class, in a body corporate to acquire a specified proportion of those shares.\n(3) “The takeover provisions” means—\n(a) Part XIIIA of the Companies Act 1985; or\n(b) in relation to Northern Ireland, Part XIVA of the Companies (Northern Ireland) Order 1986.\n(4) For the purposes of sub-paragraph (2)(b), any shares which the offeror or any associate of his holds or has contracted to acquire are to be disregarded.\n(5) For the purposes of sub-paragraph (2)(c), the following are not to be regarded as holders of the shares in question—\n(a) the offeror;\n(b) any associate of the offeror; and\n(c) any person whose shares the offeror or any associate of the offeror has contracted to acquire.\n(6) “Associate” has the same meaning as in—\n(a) section 430E of the Companies Act 1985; or\n(b) in relation to Northern Ireland, Article 423E of the Companies (Northern Ireland) Order 1986.",
  "extent": "E+W+S+N.I.",
  "status": null,
  "version": "current",
  "annotations": [
    {
      "type": "M",
      "label": "M1",
      "text": "1985 c. 6."
    },
    {
      "type": "M",
      "label": "M2",
      "text": "S.I. 1986/1032 (N.I. 6)."
    },
    {
      "type": "M",
      "label": "M3",
      "text": "1985 c. 6."
    },
    {
      "type": "M",
      "label": "M4",
      "text": "S.I. 1986/1032 (N.I. 6)."
    }
  ],
  "outstanding_effects": [],
  "provenance": {
    "source": "legislation.gov.uk",
    "source_url": "https://www.legislation.gov.uk/ukpga/2000/8/schedule/11/paragraph/12",
    "retrieved_at": "2026-10-29T09:21:21.899993+00:00"
  },
  "licence": "Open Government Licence v3.0",
  "licence_url": "https://www.nationalarchives.gov.uk/doc/open-government-licence/version/3/",
  "attribution": "Contains public sector information licensed under the Open Government Licence v3.0. Source: legislation.gov.uk, The National Archives."
}