Executive Summary
TMA-A.1.1
The Module provides an orderly framework within which
takeovers ,mergers or acquisitions andshare repurchases are to be conducted and sets forth special requirements relating to timing and mode ofoffer , announcements, documentaton and disclosure of adequate information to enable shareholders to make an informed decision as to the merits of anoffer relating to atakeover ,merger or acquisition.Amended: October 2019TMA-A.1.2
The
general principles contained in the Module represent the overarching principles relevant totakeovers ,mergers andshare repurchases . In addition to thegeneral principles , each chapter contains a series of rules, some of which are effectively expansions of thegeneral principles and examples of their application and others are rules of procedure designed to govern specific types oftakeovers ,mergers orshare repurchases .Amended: October 2019TMA-A.1.3
[This Paragraph was deleted in October 2019].
Deleted: October 2019TMA-A.1.4
The CBB may modify or relax the application of a rule if it considers that in the specific circumstances of the case, strict application of a rule would operate in an unnecessarily restrictive or unduly burdensome, or otherwise inappropriate manner.
TMA-A.1.5
The Module also seeks to ensure that the shareholders in the company subject to a takeover are given sufficient information, advice and time to consider and decide on the offer and in some instances an option to relinquish their holdings. The Module seeks to achieve fair treatment by requiring equality of treatment of shareholders of publicly listed companies which are targets in a takeover, merger or acquisition as defined in the Glossary in Part B of the CBB Rulebook Volume 6.
Amended: October 2019TMA-A.1.6
Since the primary purpose of Module TMA is to facilitate fair treatment for all shareholders of publicly listed companies affected by TMA, it is not concerned with the financial or commercial advantages or disadvantages of a
takeover ,merger or acquisition which are matters for the company and its shareholders to decide on.Amended: October 2019