ADVOKS GLOBAL · KENYA
The Capital Markets (Take-Overs and Mergers) Regulations
27. Frustrations of offers by the offeree
Edition: 2022-12-31 · In force
27. Frustrations of offers by the offeree
(1)The offeree shall not after contact with the offeror or its agent or on receipt of the notice of intention of take-over offer under regulation 4(1), if the offeree has reason to believe that a bona fide take-over is imminent, or during the course of a take-over offer—(a)issue any authorized but un-issued shares of the offeree;(b)issue or grant options in respect of any un-issued shares of the offeree;(c)create or issue or permit the creation or subscription of any shares of the offeree;(d)sell, dispose of or acquire or agree to sell, dispose of or acquire assets of the offeree or of any of its subsidiary; or(e)enter into or allow contracts for or on behalf of the offeree to be entered into otherwise than in the ordinary course of business of the offeree.(2)Paragraph (1) shall not apply where a bona fide contract has been entered into prior to contact with the offeror or its agent or on receipt of the notice of intention of the take-over notice under regulation 4(1) which is not designed to frustrate a take-over offer or change the activity of the offeree.