A New EU Business Combination Form to Facilitate Cross-Border M&A

A New EU Business Combination Form to Facilitate Cross-Border M&A
Author: Luca Enriques
Publisher:
Total Pages: 17
Release: 2014
Genre:
ISBN:

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Facilitating cross-border mergers and acquisitions has long been one of the objectives of European company law directives and regulations. This short essay shows that the current European legal framework unnecessarily raises the transactions costs to be incurred when the acquirer aims both to gain 100 percent of a company's shares and to preserve the acquired company as a separate entity. Higher transaction costs result from the limited availability of the squeeze-out right. Instead of proposing to extend such right, which would be politically contentious, the solution proposed here is for a directive to require member states to let companies execute acquisition transactions via a “compulsory share exchange.” This is a transaction form in which the acquiring and the target companies agree that the target shareholders will receive shares in the acquiring company in exchange for their shares. It is shown that a subset of the rules applying to cross-border mergers would be sufficient to regulate such transactions.

Cross-Border Mergers

Cross-Border Mergers
Author: Thomas Papadopoulos
Publisher: Springer Nature
Total Pages: 511
Release: 2019-09-28
Genre: Law
ISBN: 3030227537

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This edited volume focuses on specific, crucially important structural measures that foster corporate change, namely cross-border mergers. Such cross-border transactions play a key role in business reality, economic theory and corporate, financial and capital markets law. Since the adoption of the Cross-border Mergers Directive, these mergers have been regulated by specific legal provisions in EU member states. This book analyzes various aspects of the directive, closely examining this harmonized area of EU company law and critically evaluating cross-border mergers as a method of corporate restructuring in order to gain insights into their fundamental mechanisms. It comprehensively discusses the practicalities of EU harmonization of cross-border mergers, linking it to corporate restructuring in general, while also taking the transposition of the directive into account. Exploring specific angles of the Cross-border Mergers Directive in the light of European and national company law, the book is divided into three sections: the first section focuses on EU and comparative aspects of the Cross-border Mergers Directive, while the second examines the interaction of the directive with other areas of law (capital markets law, competition law, employment law, tax law, civil procedure). Lastly, the third section describes the various member states’ experiences of implementing the Cross-border Mergers Directive.

Comparative Company Law

Comparative Company Law
Author: Andreas Cahn
Publisher: Cambridge University Press
Total Pages: 1095
Release: 2018-10-04
Genre: Law
ISBN: 1107186358

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Presents in-depth, comparative analyses of German, UK and US company laws illustrated by leading cases, with German cases in English translation.

European Corporate Law

European Corporate Law
Author: Adriaan F.M. Dorresteijn et al.
Publisher: Kluwer Law International B.V.
Total Pages: 377
Release: 2022-07-26
Genre: Law
ISBN: 9403532246

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This fully updated new edition provides an overview of the law regarding companies, business organizations, and capital markets in Europe, at both the European Union (EU) and Member State levels. It introduces the reader to the EU harmonization programme and describes how this has influenced corporate law in the various EU Member States. The authors describe common denominators as well as differences in the approach of national corporate laws. The authors highlight current and emerging trends in these areas of corporate law, including: the freedom of establishment of companies within the EU; the European harmonization process and Member States’ implementation of EU legislation; employee involvement in business organizations; the division of power between the different corporate bodies; the functioning and regulation of company groups; and cross-border business combinations, takeovers and restructuring tools. The laws of France, Germany and the Netherlands in particular are discussed and contrasted. This discussion also includes the United Kingdom, although no longer an EU Member State. As in earlier editions, the authors demonstrate that analysis and comparison of national corporate laws yield highly valuable general principles and observations, not least because business organizations, wherever located, tend to show a fundamentally similar set of legal characteristics. The Fourth Edition will continue to be of great value to practitioners and academics who wish to acquire a better understanding of European corporate law, in its supranational dimension as well as in the similarities and differences among the various national legal systems. It can also be used as a handbook for comparative corporate law courses.

Cross-Border Entrepreneurship and Economic Development in Europe's Border Regions

Cross-Border Entrepreneurship and Economic Development in Europe's Border Regions
Author: David Smallbone
Publisher: Edward Elgar Publishing
Total Pages: 277
Release: 2012-01-01
Genre: Business & Economics
ISBN: 1781952167

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This volume is concerned with entrepreneurship and economic development in EuropeÕs border regions, focusing on the effects of EU enlargement on these regions, both within the EU and in neighbouring countries. Particular attention is paid to cross-border entrepreneurial activity. Cross-border cooperation involving entrepreneurs is attracting increasing attention in Europe as EU enlargement has increased the length of its borders with the former Soviet republics. The expert contributors highlight that border regions tend to be economically disadvantaged as a result of their peripherality, which means that cross-border cooperation for business purposes represents a potential development tool. This groundbreaking book contains an empirical evidence base drawn from regions in EU member states and the Newly Independent States, as well as providing a conceptual base for informed policy development. This insightful book will prove invaluable for academics and students of entrepreneurship, economics, development and European studies.

Foreign Direct Investment

Foreign Direct Investment
Author: Assaf Razin
Publisher: Princeton University Press
Total Pages: 159
Release: 2012-01-12
Genre: Business & Economics
ISBN: 1400829240

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The 1990s saw global flows of foreign direct investment increase some sevenfold, spurring economists to explore FDI from a micro- or trade-based perspective. Foreign Direct Investment is one of the first books to analyze the macroeconomics of FDI, treating FDI as a unique form of international capital flow between specific pairs of countries. By examining the determinants of the aggregate flows of FDI at the bilateral, source-host-country level, Assaf Razin and Efraim Sadka present the first systematic global analysis of the singular features of FDI flows. Drawing on a wealth of fresh data, they provide new theoretical models and empirical techniques that illuminate the vital country-pair characteristics that drive these flows. Uniquely, Foreign Direct Investment examines FDI between developed and developing countries, and not just between developed countries. Among many other insights, the book shows that tax competition vis-à-vis FDI need not lead to a "race to the bottom." Foreign Direct Investment is an essential resource for graduate students, academics, and policy professionals.

Managing Human Resources in Cross-Border Alliances

Managing Human Resources in Cross-Border Alliances
Author: Susan E Jackson
Publisher: Routledge
Total Pages: 271
Release: 2003-04-24
Genre: Business & Economics
ISBN: 1134202407

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Across the world, companies are forming some of the most complex and exciting collaborations in the business world: cross-border alliances (CBAs). Yet while this offers multinational companies a way into the global marketplace, there is no guarantee of success.This book looks at the business and human resource issues arising in these complex collab

Empowering Metropolitan Regions Through New Forms of Cooperation

Empowering Metropolitan Regions Through New Forms of Cooperation
Author: Alexander Otgaar
Publisher: Routledge
Total Pages: 294
Release: 2017-03-02
Genre: Science
ISBN: 131714418X

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This insightful book analyzes the development of cross-border and cross-sector partnerships in a number of European cities and regions. Including, amongst others, Copenhagen, Budapest, Helsinki, Munich and Catalonia, these case studies shed light on the factors determining the success or failure of the coalition-forming process. Over the course of the nine case studies, the following questions are addressed: - What forms of metropolitan and/or regional partnerships can be found? -

Global Trends 2040

Global Trends 2040
Author: National Intelligence Council
Publisher: Cosimo Reports
Total Pages: 158
Release: 2021-03
Genre:
ISBN: 9781646794973

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"The ongoing COVID-19 pandemic marks the most significant, singular global disruption since World War II, with health, economic, political, and security implications that will ripple for years to come." -Global Trends 2040 (2021) Global Trends 2040-A More Contested World (2021), released by the US National Intelligence Council, is the latest report in its series of reports starting in 1997 about megatrends and the world's future. This report, strongly influenced by the COVID-19 pandemic, paints a bleak picture of the future and describes a contested, fragmented and turbulent world. It specifically discusses the four main trends that will shape tomorrow's world: - Demographics-by 2040, 1.4 billion people will be added mostly in Africa and South Asia. - Economics-increased government debt and concentrated economic power will escalate problems for the poor and middleclass. - Climate-a hotter world will increase water, food, and health insecurity. - Technology-the emergence of new technologies could both solve and cause problems for human life. Students of trends, policymakers, entrepreneurs, academics, journalists and anyone eager for a glimpse into the next decades, will find this report, with colored graphs, essential reading.