Document ID: chunk:federal_register_of_legislation:C2004A03309:body:0:p16
Version: federal_register_of_legislation:C2004A03309
Segment Type: other
Provision Reference: 
Character Range: 36607–39197

take-over announcement; or
(iii) the amount or value of the consideration for which the offeror or on-market offeror acquires during the offer period (whether or not as a result of the acceptance of an offer made under the take-over scheme, or of an offer constituted by the take-over announcement, as the case may be), or pursuant to section 42 or 43, shares included in that class, or for which the offeror or on-market offeror proposes, offers, or proposes to offer, so to acquire such shares,
the relevant person contravenes this sub-section.
"(2) Where—
(a) a person acquires shares included in a class of shares in a company;
(b) as at a particular time within 6 months after the acquisition referred to in paragraph (a)—
(i) an offeror proposes to dispatch take-over offers under a take-over scheme; or
(ii) an on-market offeror proposes to cause a take-over announcement to be made,
in respect of shares included in that class;
(c) at the time referred to in paragraph (b), a person (in this sub-section referred to as the 'relevant person'), being the offeror or a person associated with the offeror, or being the on-market offeror or a person associated with the on-market offeror, as the case may be—
(i) gives, offers to give, or agrees to give, a benefit to; or
(ii) receives, or agrees to receive, a benefit from,
a person who had, immediately before the acquisition referred to in paragraph (a), a relevant interest in any of the shares first referred to in that paragraph, or a person who is associated with a person who so had such a relevant interest;
(d) the giving or receiving of the benefit, the offer to give the benefit, or the agreement to give or receive the benefit, as the case may be, is attributable to, or is attributable to matters including, the acquisition referred to in paragraph (a); and
(e) the amount or value of the benefit was, or is to be, determined by reference to, or by reference to matters including—
(i) in a case where sub-paragraph (b) (i) applies—the amount or value of the consideration that, under an offer proposed to be made under the take-over scheme, is to be paid or provided for the acquisition of the shares to which the offer relates;
(ii) in a case where sub-paragraph (b) (ii) applies—the price per share proposed to be specified in the take-over announcement; or
(iii) the amount or value of the consideration for which the offeror or on-market offeror proposes to acquire shares included in that class (whether or not as a result of the acceptance of a proposed offer under the take-over scheme, or of an offer constituted by