Singapore revises takeover code to improve competition

SINGAPORE, June 17 (Xinhua) -- The Monetary Authority of Singapore (MAS) has on Tuesday revised the Singapore Code on Take-overs and Mergers to strengthen shareholder protection, promote competition in takeover transactions and improve deal certainty.

The amendments, which take effect on July 16, follow a public consultation conducted by the Securities Industry Council (SCI) in May 2025, MAS said in a statement.

Among the key changes, break fees payable by a target company to a bidder will be capped at 1 percent of the company's value. Target boards and their financial advisers must also justify to the SIC why such fees are in shareholders' best interests.

The revised code also seeks to improve the timeliness of schemes of arrangement by requiring shareholder meetings to approve a scheme to be held within six months of its announcement and obliging parties to take steps to complete approved schemes without delay.

To enhance market certainty, bidders that have issued "no increase" or "no extension" statements will face restrictions on making revised offers for a specified period. Potential bidders may also be required to clarify their intentions within 28 days if discussions drag on.

The changes also introduce additional disclosure requirements for actions by target companies that could frustrate takeover offers. Enditem