C1C2C3Part 27Mergers and divisions of public companies

Annotations:
Modifications etc. (not altering text)

Chapter 2Merger

Requirements applicable to merger

908Directors' explanatory report (merger)

1

The directors of each of the merging companies must draw up and adopt a report.

2

The report must consist of—

a

the statement required by section 897 (statement explaining effect of compromise or arrangement), and

b

insofar as that statement does not deal with the following matters, a further statement—

i

setting out the legal and economic grounds for the draft terms, and in particular for the share exchange ratio, and

ii

specifying any special valuation difficulties.

3

The requirement in this section is subject to section 915 (circumstances in which reports not required).