Common Legal Framework for Takeover Bids in Europe

Common Legal Framework for Takeover Bids in Europe
Author: Dirk van Gerven
Publisher: Cambridge University Press
Total Pages: 333
Release: 2008
Genre: Law
ISBN: 0521516706

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An examination of the general principles applicable to takeover bids in the European Union and the European Economic Area.

Common Legal Framework for Takeover Bids in Europe: Volume 2

Common Legal Framework for Takeover Bids in Europe: Volume 2
Author: Dirk Van Gerven
Publisher: Cambridge University Press
Total Pages: 333
Release: 2010-01-28
Genre: Law
ISBN: 1139484753

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The Council Directive of 21 April 2004 on takeover bids sets forth the general principles applicable to takeover bids and clarifies certain minimum rules with respect to the procedure for a takeover bid, the obligation to make a mandatory bid in the event a minimum threshold is crossed and the majority shareholder's squeeze-out right as well as the minority shareholders' sell-out right. Furthermore, the Directive defines the authority which is competent to approve offer documents and supervise takeover bids, and provides for optional restrictions on the actions of the target company's management and on defence mechanisms. This book discusses the Takeover Directive and its implementing rules in each Member State of the European Union and the European Economic Area, providing companies and their advisors with useful insight into the legal framework and principles applicable to takeover bids in the region.

Common Legal Framework for Takeover Bids in Europe

Common Legal Framework for Takeover Bids in Europe
Author:
Publisher:
Total Pages: 478
Release: 2008
Genre: Electronic books
ISBN: 9781107314887

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The Council Directive of 21 April 2004 on takeover bids sets forth the general principles applicable to takeover bids and clarifies certain minimum rules with respect to the procedure for a takeover bid, the obligation to make a mandatory bid in the event a minimum threshold is crossed and the majority shareholder's squeeze-out right as well as the minority shareholders' sell-out right. Furthermore, the Directive defines the authority which is competent to approve offer documents and supervise takeover bids, and provides for optional restrictions on the actions of the target company's management and on defence mechanisms. This book discusses the Takeover Directive and its implementing rules in each Member State of the European Union and the European Economic Area, providing companies and their advisors with useful insight into the legal framework and principles applicable to takeover bids in the region.

Common Legal Framework for Takeover Bids in Europe

Common Legal Framework for Takeover Bids in Europe
Author:
Publisher:
Total Pages: 321
Release: 2010
Genre: Law
ISBN: 9780511674204

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The Council Directive of 21 April 2004 on takeover bids sets forth the general principles applicable to takeover bids and clarifies certain minimum rules with respect to the procedure for a takeover bid, the obligation to make a mandatory bid in the event a minimum threshold is crossed and the majority shareholder's squeeze-out right as well as the minority shareholders' sell-out right. Furthermore, the Directive defines the authority which is competent to approve offer documents and supervise takeover bids, and provides for optional restrictions on the actions of the target company's manageme.

Common Legal Framework for Takeover Bids in Europe: Volume 1

Common Legal Framework for Takeover Bids in Europe: Volume 1
Author: Dirk Van Gerven
Publisher: Cambridge University Press
Total Pages: 958
Release: 2008-11-27
Genre: Law
ISBN: 110732002X

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The Council Directive of 21 April 2004 on takeover bids sets forth the general principles applicable to takeover bids and clarifies certain minimum rules with respect to the procedure for a takeover bid, the obligation to make a mandatory bid in the event a minimum threshold is crossed and the majority shareholder's squeeze-out right as well as the minority shareholders' sell-out right. Furthermore, the Directive defines the authority which is competent to approve offer documents and supervise takeover bids, and provides for optional restrictions on the actions of the target company's management and on defence mechanisms. This book discusses the Takeover Directive and its implementing rules in each Member State of the European Union and the European Economic Area, providing companies and their advisors with useful insight into the legal framework and principles applicable to takeover bids in the region.

A Legal and Economic Assessment of European Takeover Regulation

A Legal and Economic Assessment of European Takeover Regulation
Author: Christophe Clerc
Publisher:
Total Pages: 0
Release: 2012
Genre: Business & Economics
ISBN: 9789461382344

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Takeovers are an exceptional event in the life of a corporation, fundamentally altering both control and strategy. But the prospect of becoming the target of a bid, even when remote, influences daily corporate decision-making. Takeover rules are therefore central to company law and the balance of power among managers, shareholders and stakeholders alike. To what extent is it possible to balance an active market for corporate control with long-term, firm-specific investments? This book is an abridged version of a comprehensive study carried out by the law firm Marccus Partners and the Centre for European Policy Studies for the European Commission and supplemented by additional policy recommendations. The study analyses the corporate governance considerations driving takeover regulation. It also assesses the implementation of the EU Directive on takeover bids and compares it with the legal framework of nine other major jurisdictions, including the United States. The authors find that similar rules have different effects, depending on company-level and country-level characteristics, and examine the use of modular legislation and optional provisions to cater for these differences. Offering the reader a unique and thorough legal review, this book draws on the work of a global network of law firms and an in-depth economic study, including a survey of the relevant academic literature and an empirical analysis based on a comprehensive dataset on takeovers in Europe dating back to the early 2000s. An analysis of the impact of takeover rules on competitiveness and employment is also provided. Book jacket.

Reforming Company and Takeover Law in Europe

Reforming Company and Takeover Law in Europe
Author: Guido Ferrarini
Publisher:
Total Pages: 0
Release: 2004
Genre: Business & Economics
ISBN: 9780199273805

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This book examines reforms in company and takeover law, crucial to modern business and economics. Reform activity is underway in the UK, Germany, France, Italy, and most other member States of the European Union. In addition, the EU is developing its own rules and reform plans. The European13th directive was enacted in December 2003- this requires modifications of member State takeover law. The European Commission has outlined the company law action plan which will lead to important directives from 2004 to 2010. This book is the first to deal comprehensively with both the 13thdirective and the EU company law action plan, providing commentary on the action plan, and critically assessing what the future may hold. The takeover law provisions in the 13th directive, including the 'break-through' rule and the controversial level playing field for takeover activities amongstEuropean member states and between them and the United States are examined.The contributions also address a wide range of topical issues including corporate disclosure, board structure, the role of non-executive and supervisory directors, remuneration of directors, responsibility of the management and the board, personal liability of board members, auditors, and conflictsof interest.The company law action plan and the two reports of the High Level Group of Company Law Experts upon which the plan was based are reproduced in full in a useful annex.

The British National Bibliography

The British National Bibliography
Author: Arthur James Wells
Publisher:
Total Pages: 1922
Release: 2009
Genre: Bibliography, National
ISBN:

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Settlement of Investment Disputes under the Energy Charter Treaty

Settlement of Investment Disputes under the Energy Charter Treaty
Author: Thomas Roe
Publisher: Cambridge University Press
Total Pages: 273
Release: 2011-04-14
Genre: Law
ISBN: 1139497057

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The Energy Charter Treaty has come of age, with almost 50 States parties and a small but growing body of arbitral case law. In this new study of the Treaty's investment protection provisions, Thomas Roe and Matthew Happold set out to identify and explain the Treaty's principal provisions and to suggest answers to some of the difficult problems thrown up by its drafting. They discuss in detail questions such as the standards of protection granted by the Treaty and the international responsibility of States for breaches of the Treaty, the various procedures available for the vindication of rights under the Treaty and the conditions to be satisfied before a claimant's complaint may be considered on the merits. Specific issues addressed include the impact of EU law on claims under the Treaty and the Treaty's provisions concerning taxation.

Good Governance for Pension Schemes

Good Governance for Pension Schemes
Author: Paul Thornton
Publisher: Cambridge University Press
Total Pages: 323
Release: 2011-07-14
Genre: Law
ISBN: 1139500333

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Regulatory and market developments have transformed the way in which UK private sector pension schemes operate. This has increased demands on trustees and advisors and the trusteeship governance model must evolve in order to remain fit for purpose. This volume brings together leading practitioners to provide an overview of what today constitutes good governance for pension schemes, from both a legal and a practical perspective. It provides the reader with an appreciation of the distinctive characteristics of UK occupational pension schemes, how they sit within the capital markets and their social and fiduciary responsibilities. Providing a holistic analysis of pension risk, both from the trustee and the corporate perspective, the essays cover the crucial role of the employer covenant, financing and investment risk, developments in longevity risk hedging and insurance de-risking, and best practice scheme administration.