12 DEC. 90 17:00
LINKLATERS & PAINES 852 8107021
LINKLATERS & PAINES P. 1 11
6.
14
General offers for in excess of 10% of outstanding shares
If
the
a general offer is to be made for in excess of 10% of outstanding shares of a class of shares of an offeror related offer document should, in addition to the information required by Rule 3, include the following:
(a) an independent financial adviser's confirmation that the proposed share repurchase is, or is not, fair and reasonable and the reasons therefor; and
(b) a summary of an up-to-date independent valuation of
the offeror's property assets,
carried
out
OI
The valuation contemplated by (b) above must be
confirmed by an independent, professionally-qualified valuer or other expert and the basis of the valuation must be clearly stated. If the offeror's board of directors considers that the valuation is not appropriate as compared with the offeror's latest published audited accounts, a statement to this effect, together with the reasons therefor, should be included in the offer document.
A copy of the valuation should be filed with the Chairman and the Stock Exchange along with the offer document and should be made available for inspection by shareholders during the offer period.
The offer document should include a statement that the financial adviser, valuer Or other expert, as the case may be, has given and not withdrawn his consent to the publication of his name and the expertised portion of the offer document in the context in which it appears therein.
A person who has, or had, a connection, financial or otherwise, with the offeror of a kind likely to create a conflict of interest will not ba regarded As an independent person for purposes of this Rule 6.