Ann: Response to Media Speculation, page-169

Thanks @Names little

Yes...point taken and thanks for bringing that to my attention! The clause was to prevent "proportional" bids for a part of a shareholder's holding. The relevant part of the AGM notice of meeting is section 10 of the explanatory memorandum in the 2021 AGM notice of meeting.

And yes, they could still include a minimum acceptance condition, but would be obliged if a bid is announced to accept shares tendered by any party unless and until the bid is withdrawn, or it's conditions are met. So yes they could achieve say 51% if enough shareholders accept it and indeed have a threshold as their condition. But in doing so, the amendment made states that a control premium would be required as long as the bid does not contain the proportional element. A minimum acceptance condition would permit the bid to be then withdrawn after the condition is met.

It seems very unlikely (although possible) that they could make a successful hostile bid with or without minimum acceptance without the cooperation and recommendation of the BoD.


regards
DF