Corporate suitors told to be more open on plans Corporate predators have been given fresh warnings by the City watchdog to be more specific about their plans for target companies when they make a takeover bid. The Takeover Panel has confirmed it will not row back from reforms to UK takeovers implemented last year. Despite opposition from some dealmakers, the panel said it believed the reforms "have operated satisfactorily" and that it did not intend to propose any immediate changes following a recent review. The panel introduced changes last September in the wake of a political outcry around US food group Kraft's pursuit of British confectioner Cadbury, which dragged on for months. The reform's central aim was to reduce the amount of time targets could be stalked by bidders and give them greater powers to rebuff unwanted bids by requiring greater disclosure, including requirements to reveal bid talks upon leaks, and set strict, short timetables for bids to be tabled. Another key reform was the requirement for additional disclosure by bidders in respect of their future intentions for the target company and employees. Bidders would be held to these commitments for 12 months. Kraft was censured by the watchdog for making promises it could not keep during its takeover bid for Cadbury. While there has been an improvement in the disclosures according to the review, the panel said it was disappointed that, in many cases, disclosures had been general, and had not been more specific. It added that if bidders that had made non-specific statements subsequently took action, such as making significant redundancies that had not been flagged, the panel might look to investigate whether the actions had been intended when the offer was made. Simon Marchant, co-head of mergers and acquisitions at Freshfields, said: "Bidders are, quite reasonably, wary of discussing possible future business plans because even in recommended deals these will rarely be fully formed and will be based on incomplete data. This warning may lead companies to be more fulsome about their plans. While some dealmakers have warned that bidders could be put off by the changes last year, the panel said it saw no significant reduction in the level of bid activity year on year. Paul Whitelock, partner at law firm Norton Rose, said: "The market has been uncomfortable about the publicity and naming of bidders earlier in the process and might liked to have seen that issue revisited. The panel is showing no particular appetite for that. In its findings, the panel demonstrated how the requirements to name bidders upon leaks had given an incentive for potential bidders to ensure secrecy. The number of so-called offer periods starting after an announcement of a firm offer rose to 41 from 27 last year, while the number of announcements following rumour, speculation or untoward share price moves had fallen from 46 to 24 this year. Some critics argue the changes have strengthened the hand of target companies too far. "The rule changes have gone too far and have given target company directors an excessively strong bargaining position," said Amerjit Kalirai, partner at law firm Field Fisher Waterhouse.