Additional Chapters

Web Chapter A: Disclosure, Accounting, and Audit
Web Chapter B: Issuing Shares to the Public

Acknowledgements

Grateful acknowledgement is made to all the authors and publishers of copyright material, and in particular for permission to reproduce the following material from the sources indicated:

Tables 8.1 and 8.2 from working paper: ‘How Does UK and US CEO Pay Measure Up’ by Martin Conyon and G Sadler (2005), reproduced by permission of the authors.

Table 5.1 showing Marks and Spencer shareholder structure from Annual Report 2008, reproduced by permission of Marks and Spencer plc.

Figures 8.1, 8.2 & 8.3 from Executive Compensation: FTSE 100 Review of the Year 2008, reproduced by permission of Price Waterhouse Coopers LLC.

Extracts from the Law Reports: Appeal Cases (AC), Chancery (Ch), and Queen's Bench Division (QB), reproduced by permission of Incorporated Council of Law Reporting.

Extracts from All England Law Reports (All ER) and Butterworths’ Company Law Cases (BCLC), reproduced by permission of Reed Elsevier (UK) Ltd trading as LexisNexis Butterworths.

Extracts from the Accounting Standards Board’s Statement of Principles for Financial Reporting 1999, Statement of Accounting Principles (1999), and APB Reporting Standard 1 (Revised) (2008), and from Financial Reporting Standard 12 and Financial Reporting Standard 15, copyright © Financial Reporting Council Ltd (FRC), reproduced by permission pf the Financial Reporting Council. All rights reserved. For further information please visit www.frc.org.uk or call +44 (0)20 7492 2300.

Extracts from IAS 1: Presentation of Financial Statements and IAS 200: Objective and General Principles Governing an Audit of Financial Statement reproduced by permission of the International Accounting Standards Committee Foundation.

Extracts from The Takeover Code and other Takeover Panel documentation are reproduced by permission of the Takeover Panel. The Takeover Panel does not accept any responsibility for the accuracy of copies of the Takeover Code and the other Takeover Panel documentation published on this site. The information contained on this site is not intended to be nor should it be treated as such by any person, a comprehensive collection of all documentation relating to the Takeover Code which may be relevant in connection with any individual situation. Parties must not treat the information available on this site as a substitute for seeking and obtaining specific advice concerning individual situations. When there is any doubt whatsoever as to whether a proposed course of action or conduct is in accordance with the General Principles or Rules contained in the Takeover Code, parties or their advisers are strongly advised to consult the Panel Executive in advance.

Permission is granted to print one copy of this material to allow it to be read in hard copy format rather than on-line. All other rights are reserved; you may not copy it and under no circumstances may you publish, distribute or otherwise disseminate copies of it.
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Extract from Independent Auditor’s Report to the member of Vodafone Group plc (2007/2008) reproduced by permission of Vodafone Group plc and Deloitte LLP.

J Armour and D Skeel: from ‘Who writes the rules for Hostile Takeovers, and Why? - The peculiar divergence of UK and UK Takeover Regulation’, 95 Georgetown Law Journal 1727 (2007), reproduced by permission of the authors.

John Birds (ed.): from Oxford Annotated Companies Acts (OUP, 2007), reproduced by permission of Oxford University Press.

J Coffee: from ‘Regulating the Market for Corporate Control: A Critical Assessment of the Tender Offer’s Role in Corporate Government’, 84 Columbia Law Review 1145 (1984), copyright © Columbia Law Review Association, Inc, reproduced by permission of the Columbia Law Review Association, Inc via Copyright Clearance Center; and from ‘Market Failure and the Economic Case for a Mandatory Disclosure System’, 70 Virginia Law Review 717 (1984), copyright © Virginia Law Review Association, reproduced by permission of the Virginia Law Review Association.

P Davies: from ‘The Notion of Equality in European Takeover Regulation’ in J Payne and D Prentice: Takeovers in English and German Law (Hart, 2002), reproduced by permission of Hart Publishing Ltd.

F H Easterbrook and D R Fischel: from ‘Mandatory Disclosure and the Protection of Investors’, 70 Virginia Law Review 699 (1984), copyright © Virginia Law Review Association, reproduced by permission of the Virginia Law Review Association.

R Gilson and R Kraakman: from ‘Mechanisms of Market Efficiency’, 70 Virginia Law Review 549 (1984), copyright © Virginia Law Review Association, reproduced by permission of the Virginia Law Review Association.

Leonard Hoffman and Mary Arden: extracts from ‘Opinion obtained by the Accounting Standards Committee on The True and Fair View Requirement with particular reference to the role of Accounting Standards’, 13 September 1993, reproduced by permission of Lady Justice Arden.

David Kershaw: from ‘The Illusion of Importance: Reconsidering the UK’s Takeover Defence Prohibition’, 56 International Comparative Law Quarterly 267 (2007), reproduced by permission of Cambridge University Press; from ‘Evading Enron: Taking Accounting Regulation too Seriously’, 68 Modern Law Review 594 (2005), and from ‘Waiting for Enron; the Unstable Equilibrium of Auditor Independent Regulation’, 33 Journal of Law and Society 388 (2006), reproduced by permission of Wiley-Blackwell Publishing Ltd.

H G Manne: from ‘Mergers and Market for Corporate Control’, 73 Journal of Political Economy 110 (1965), reproduced by permission of the publishers, the University of Chicago Press.

T I Ogowewo: from ‘The inequality of equality in takeovers’, Journal of International Banking Law and Regulation 178 (2008), reproduced by permission of the publishers, Sweet and Maxwell Ltd.

L Saigol and J Politi: from ‘Arbitrageurs line up for M&A tightrope’, Financial Times, 24.9.2004, reproduced by permission of the Financial Times.

P Shammo: from ‘Prospectus Approval System’, 7 European Business Organization Law Review 501 (2006), reproduced by permission of Cambridge University Press

T Tassell: from ‘The growing importance of arbitrage traders’, Financial Times, 27.10.2006, reproduced by permission of the Financial Times.

Every effort has been made to trace and contact copyright holders prior to going to press but this has not been possible in every case. If notified, the publisher will undertake to rectify any errors or omissions at the earliest opportunity.