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Author: Jennifer Payne Publisher: Hart Publishing ISBN: 184113340X Category : Law Languages : en Pages : 194
Book Description
This book examines the law with regard to takeovers in England and Germany and the issues arising from cross-border mergers between them.
Author: Jennifer Payne Publisher: Hart Publishing ISBN: 184113340X Category : Law Languages : en Pages : 194
Book Description
This book examines the law with regard to takeovers in England and Germany and the issues arising from cross-border mergers between them.
Author: Maciej Mataczynski Publisher: Peter Lang D ISBN: 9783631670996 Category : Law Languages : en Pages : 199
Book Description
This book provides a comprehensive review of major legal problems affecting the processes of takeover of publicly listed companies with particular emphasis on EU, Polish and German law. Acquisitions are seen through the lens of two relevant EU Treaty freedoms: free movement of capital and freedom of establishment and the 13th (Takeover) Directive. The Book contains an in-depth review of the relevant case law of the Court of Justice. The authors discuss the limits of inclusion into shareholders' autonomy by transnational rules. They also look at breakthrough and neutrality rules stemming from the Takeover Directive. The extensive economic analysis serves as background to a legal-dogmatic research. The authors discuss the phenomenon of so-called national champions and its role in economies and societies of emerging markets.
Author: Thomas Stohlmeier Publisher: ISBN: Category : Business & Economics Languages : de Pages : 674
Book Description
Since it was enacted early in 2002, the German Securities Acquisition and Takeover Act has proven to be a well functioning body of law for public takeovers. With ample opportunity to work with the rules, all parties offerors, target company directors and managers, regulators, and courts have established a firm basis for proceeding confidently with public mergers and acquisitions and public-to-private transactions in Germany. This shift from the uncertain business environment in which the first edition of this book appeared in 2002 calls for an update. This new edition takes into account all the regulatory and judicial clarifications that have emerged during the intervening years, as well as the 2006 amendments that make use of the option not to apply the restrictive European model concerning defensive measures of target companies against public takeover attempts. Among the features of the Act (and the legal framework it represents) considered here are the following: the European passport for public offers; squeeze-out options for offerors; sell-out option for shareholders of target companies; the role of the regulator (BaFin); and restructuring measures after a successful offer. A substantial portion of the book is taken up with texts of the relevant German laws and regulations, synoptically arranged in both German and English. In particular it contains the complete Securities Acquisition and Takeover Act and all of its related regulations, together with substantial portions of the Stock Corporation Act and many other statutory materials that are relevant in public takeover and public-to-private transactions. The German Public Takeover Law, Second Edition, will greatly assist strategic and financial investors, their investment bankers, lawyers and other advisors in international and cross-border business to better understand what their German lawyers are advising them, as it facilitates communication between different legal cultures. The book is also an excellent guide to the current and future characteristics of the law governing German equity markets.
Author: Randall K. Morck Publisher: University of Chicago Press ISBN: 0226536831 Category : Business & Economics Languages : en Pages : 700
Book Description
For many Americans, capitalism is a dynamic engine of prosperity that rewards the bold, the daring, and the hardworking. But to many outside the United States, capitalism seems like an initiative that serves only to concentrate power and wealth in the hands of a few hereditary oligarchies. As A History of Corporate Governance around the World shows, neither conception is wrong. In this volume, some of the brightest minds in the field of economics present new empirical research that suggests that each side of the debate has something to offer the other. Free enterprise and well-developed financial systems are proven to produce growth in those countries that have them. But research also suggests that in some other capitalist countries, arrangements truly do concentrate corporate ownership in the hands of a few wealthy families. A History of Corporate Governance around the World provides historical studies of the patterns of corporate governance in several countries-including the large industrial economies of Canada, France, Germany, Italy, Japan, the United Kingdom, and the United States; larger developing economies like China and India; and alternative models like those of the Netherlands and Sweden.
Author: Umakanth Varottil Publisher: Cambridge University Press ISBN: 1107195276 Category : Business & Economics Languages : en Pages : 545
Book Description
Comparative Takeover Regulation compares the laws relating to takeovers in leading Asian economies and relates them to broader global developments. It is ideal for educational institutions that teach corporate law, corporate governance, and mergers and acquisitions, as well as for law firms, corporate counsel and other practitioners.
Author: Christophe Clerc Publisher: ISBN: 9789461382344 Category : Business & Economics Languages : en Pages : 0
Book Description
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.
Author: Thomas Stohlmeier Publisher: ISBN: 9789041158628 Category : Consolidation and merger of corporations Languages : de Pages : 0
Book Description
How does the acquisition of a publicly listed company in Germany work, how is the transaction best structured, and what is market practice? How are the various stages of a takeover from the planning to achieving effective control linked together? What are the possible further integration steps through to a complete taking private of the target company?
Author: Joseph Lee Publisher: Springer Nature ISBN: 3030723453 Category : Law Languages : en Pages : 281
Book Description
This book investigates stakeholders’ interests, market players, and governance models for the takeover market in the changing global economic orders. Authors from the UK, Germany, the Netherlands, Australia, and China discuss takeovers in the context of China as a rising power in the global M&A market and re-examine takeover as an efficient method for corporate competition, consolidation, and restructuring. China has come to embrace takeovers as a market practice and is seeking directions for further reforms of its law, regulatory model, and banking system in order to compete with other economic powers. Yet, China is at a very different economic development stage and has different legal and political structures. State-owned enterprises dominate the Shanghai and Shenzhen stock markets – a very different landscape from UK and European exchanges. Researchers and policy makers are currently developing options in response to needs for reform. Recently, China has also announced the opening of its financial markets to foreign ownership. This book reflects on the UK and European models and focuses on the policy choices for China to transform its capital market. The book is of interest to postgraduate students and researchers (LLM, PhD, postdocs), law and management/finance academics, and policy makers.
Author: Jonathan Mukwiri Publisher: Routledge ISBN: 1134007809 Category : Business & Economics Languages : en Pages : 238
Book Description
Since the implementation of the European Directive on Takeover Bids, a European common legal framework governs regulation of takeovers in EU Members States. The European Directive on Takeover Bids was adopted in April 2004, and implemented in the UK and in other Member States on 20th May 2006. The Directive seeks to regulate takeovers by way of protecting investors, and harmonising takeover laws in Europe. In facilitating the restructuring of companies through takeovers, the Directive aims at reinforcing the free movement of capital. Takeovers and the European Legal Framework studies the European Community Directive on Takeover Bids, in order to provide greater understanding of both the impact and effect of the European legal framework of takeover regulation. It firstly looks at the Directive from a British perspective, focusing on the impact of the transposition of the Takeover Directive into the UK. The book examines the provisions of the City Code on Takeovers and Mergers, and discusses the takeover provisions in the Companies Act 2006 that implement the Takeover Directive in the UK, arguing that the Directive will provide a new basis for UK takeover regulation, and that the system will work well. Jonathan Mukwiri goes on to consider the Directive in relation to the EU, arguing that despite its deficiencies, in that Member States are free to opt to restrict takeovers, the Directive provides a useful legal framework by which takeovers are regulated in different jurisdictions. Mukwiri highlights how the freedoms of the EC Treaty and EU Directives interact, and the effects of the Takeover Directive on political considerations in the law-making process in European Community. Moreover, he argues that the future of EU takeover regulation is likely to follow the lead of the UK, making this book relevant to a wide range of policy makers and academics across Europe.
Author: Jennifer Payne
Author: Jennifer Payne
Author: Maciej Mataczynski
Author: Thomas Stohlmeier
Author: Francis J. Aquila
Author: Randall K. Morck
Author: Umakanth Varottil
Author: Christophe Clerc
Author: Thomas Stohlmeier
Author: Joseph Lee
Author: Jonathan Mukwiri