Press release 116 – Requirements of public companies’ directors regarding takeover approaches
Joint Press Release from ShareSoc & UKSA on behalf of individual investors
ShareSoc and UKSA recommend The Takeover Panel:
- Review their current rules, which disadvantage individual shareholders and all those who are not privy to a potential bid.
- Sets out a clear and orderly framework for takeovers, including measures to ensure fairness to shareholders and other stakeholders.
- Consider issuing Panel guidance for assessing when talks are serious, so that announcements can be made with the usual caveats – “talks are that an early stage”, “no certainty that a bid will be made”, et cetera.
- Tighten the interpretation of what behaviour is acceptable – and, in particular, review the case of Signature Aviation and Blackstone.
Lord Lee, Patron of ShareSoc, the UK Individual Shareholders Society, said “every private investor, broker and fund manager that I have spoken to agrees that the present ‘say nothing’ regime is thoroughly unsatisfactory”.
ShareSoc acknowledges that this is a very difficult area, but notes that any shareholder who sells their holding in total ignorance of a possible benefit is potentially seriously disadvantaged; and this is not compatible with The Takeover Panel’s website which says “Its central objective is to ensure fair treatment for all shareholders in takeover bids”.
In the case of Signature Aviation plc, Blackstone first approached the company in February 2020, subsequently making six approaches. However, Blackstone’s approach, along with its 386p offer, was only announced in mid-December 2020 when the Signature board said that it was minded to accept it. As might be expected, this triggered an immediate significant rise in Signature’s share price. Any sellers in those previous nine months will have lost out.
Cliff Weight, ShareSoc Director.
Information About ShareSoc and UKSA
ShareSoc and UKSA represent the views of individual investors. In addition to our own members, 6 million people own shares or have investment accounts with platforms in the UK. The Office for National Statistics estimates that at the end of 2018 UK-resident individuals held 13.5% of the UK stock market, up by 1.2% from 2016 and moving away from the historical lows of 10.2% in 2008. In 2020, the Financial Times estimated that 15% of the UK stock market is held by individual shareholders. In addition to this there are many more who have money invested in shares via funds, pensions and savings products such as employee share ownership schemes. See https://www.sharesoc.org/investor-academy/advanced-topics/uk-stock-market-statistics/
ShareSoc, the UK Individual Shareholders Society
ShareSoc is the UK’s largest retail shareholder organisation acting in all areas of the UK stock market more than 7,000 members. It is a not for profit company. ShareSoc is dedicated to the support of individual investors (private shareholders as opposed to institutional investors). We aim to make and keep investors better informed to improve their investment skills and protect the value of their investments. We won’t shirk from tackling companies, the Government or other institutions if we think individual shareholders are not being treated fairly. See www.sharesoc.org.
UKSA, The UK Shareholders’ Association
UKSA is the oldest shareholder campaigning organisation in the UK. UKSA is a not for profit company that represents and supports shareholders who invest in the UK stock market. See www.uksa.org.uk.