Article 150 - Effect of notice under Article 149
(1) The following provisions shall, subject to Article 148, have effect where a notice is given in respect of any
Shares under Article 149.
(2) The offeror shall be entitled and bound to acquire those
Shares on the terms of the offer.
(3) Where the terms of an offer are such as to give the holder of any
Shares a choice of payment for his Shares the notice shall give particulars of the choice and state:
(A) that the holder of the
Shares may within 6 weeks from the date of the notice indicate his choice by a written communication sent to the offeror at an address specified in the notice; and
(B) which payment specified in the offer is to be taken as applying in default of his indicating a choice as aforesaid
and the terms of the offer mentioned in Article 150(2) shall be determined accordingly.
(4) Article 150(3) applies whether or not any time-limit or other conditions applicable to the choice under the terms of the offer can still be complied with; and if the payment chosen by the holder of the
(A) is not cash and the offeror is no longer able to make that payment; or
(B) was to have been made by a third party who is no longer bound or able to make that payment
the payment shall be taken to consist of an amount of cash payable by the offeror which at the date of the notice is equivalent to the chosen payment.
(5) At the end of 6 weeks from the date of the notice the offeror shall forthwith:
(A) send a copy of the notice to the
(B) make payment to the
Company for the Shares to which the notice relates.
(6) The copy of the notice sent to the
Company under Article 150(5)(A) shall be accompanied by an instrument of transfer executed on behalf of the Member by a person appointed by the offeror; and on receipt of that instrument the Company shall register the offeror as the holder of those Shares.
(7) Where the payment referred to in Article 150(5)(B) is to be made in
Shares or securities to be allotted by the offeror the reference in that paragraph to the making of payment shall be construed as a reference to the allotment of the Shares or securities to the Company.
(8) Any sum received by a
Company under Article 150(5)(B) and any other payment received under that paragraph shall not be the property of the Company but shall be held by the Company on behalf of the person entitled to the Shares in respect of which the sum or other payment was received.
(9) Any sum received by a
Company under Article 150(5)(B) and any dividend or other sum accruing from any other payment received by a Company under that paragraph, shall be paid into a separate bank account, being an account the balance on which bears interest at an appropriate rate and can be withdrawn by such notice (if any) as is appropriate.
|Amended (as from 5th April 2015).|