Moved by
Lord Mendelsohn
60A: After Clause 100, insert the following new Clause—
“Director’s duties: factors to be considered in takeovers and mergers
In applying the City Code on Takeovers and Mergers, the offeree board circular must set out the opinion of the board on the offer (including any alternative offers) and the board’s reasons for forming its opinion which must include its views on—
(a) the likely consequences of any decision in the long term,
(b) the interests of the company’s employees,
(c) the need to foster the company’s business relationships with suppliers, customers and others,
(d) the impact of the company’s operations on the community and the environment,
(e) the desirability of the company maintaining a reputation for high standards of business conduct, and
(f) the need to act fairly as between members of the company.”