Download or read book The Relationship Between Takeover Bids and Mergers written by Thomas Papadopoulos and published by . This book was released on 2010 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: The aim of this article is to examine the relationship between takeovers bids and mergers at EU level, and to discuss the possibility of combining these two methods of EU corporate restructuring within the context of the internal market. A merger can sometimes be the result of a successful takeover bid (i.e. acquisition of the offeree company's shares and, subsequently, of corporate control), but is more often implemented by one company's taking over of another, so that the terminating company's assets and liabilities are transferred as a whole to an existing company, usually designated the continuing company. Combining these two corporate restructuring methods could result in a more effective business consolidation. Takeover bids and mergers fall within the protective scope of the fundamental freedom of establishment (Art. 43 EC Treaty) and of the free movement of capital (Art. 56 EC Treaty). Hence, the conduct of takeover bids and mergers, either separately or in combination, constitutes an exercise of these fundamental freedoms. Such exercise could prove to be beneficial for both EU corporate restructuring and for the strengthening of the EU market in corporate control, which constitutes parts of the internal market. EC market integration regarding corporate restructuring and business consolidation can be achieved only if EU companies enjoy the freedom to choose how and by which means they proceed to those control transactions that they believe to be more appropriate for them.
Download or read book Business Mergers and Take over Bids written by Ronald W. Moon and published by . This book was released on 1976 with total page 280 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Mergers Acquisitions and Other Restructuring Activities written by Donald DePamphilis and published by Academic Press. This book was released on 2011-08-22 with total page 784 pages. Available in PDF, EPUB and Kindle. Book excerpt: Two strengths distinguish this textbook from others. One is its presentation of subjects in the contexts wherein they occur. The other is its use of current events. Other improvements have shortened and simplified chapters, increased the numbers and types of pedagogical supplements, and expanded the international appeal of examples.
Download or read book Advances in Mergers and Acquisitions written by Sydney Finkelstein and published by Emerald Group Publishing. This book was released on 2020-11-30 with total page 200 pages. Available in PDF, EPUB and Kindle. Book excerpt: This volume explores a range of issues that include: mergers waves, roll-up acquisitions, hostile takeovers, M&A experience, and decision-making, corporate governance, and innovation in mergers and acquisitions.
Download or read book Takeovers Mergers and Acquisitions An Introduction written by Reinhard Mittelstrasser and published by GRIN Verlag. This book was released on 2016-08-29 with total page 32 pages. Available in PDF, EPUB and Kindle. Book excerpt: Seminar paper from the year 2000 in the subject Business economics - Business Management, Corporate Governance, grade: 2, University of Vienna (BWL), course: Business English 4, language: English, abstract: Mergers and acquisitions are a means of corporate expansion and growth. They are not the only means of corporate growth, but are an alternative to growth by internal or organic capital investment.
Download or read book Takeover Defense written by Fleisher and published by Aspen Publishers. This book was released on 2009-12-01 with total page 2908 pages. Available in PDF, EPUB and Kindle. Book excerpt: Takeover Defense, Mergers and Acquisitions is the must-have resource for attorneys representing any target--or potential target--of takeover activities. This one-of-a-kind reference provides: In-depth analysis of all significant laws, rules, cases, issues and tactics State-of-the-art practical guidance, including valuable forms and exhibits A truly unique focus on the concerns of public companies facing challenges by activists, hostile bids, or those planning strategic mergers and acquisitions Expanded full treatment of merger and sale transactions Takeover Defense, Mergers and Acquisitions, the re-titled Seventh Edition of Takeover Defense is the only treatise on corporate acquisitions written specifically from the viewpoint of the target corporation. And the new change of title reflects the expanded full treatment of merger and sale transactions --whether or not triggered by a hostile takeover bid. Providing authoritative guidance on every aspect of planning for an M&A transaction, or defending against, and seeking alternatives to a hostile takeover, this resource stands out as the most comprehensive and up-to-date guide currently available. If you don't have the answers to these crucial questions--you might have trouble: In the brave new world of government bail-outs, what are the rules for executive compensation and how should boards react? What is the new paradigm for acquisition agreements to address financing difficulties? How are reverse breakup fees, damage parameters and financing outs used and drafted? How has an SEC rule change caused a resurgence of tender offers? What is new in tender offer rules and tactics, including the use of top-up options? How should management and boards deal with the proxy advisory firms and institutional investors? How have shark repellents been attacked and dismantled by activists? What are the consequences and what are the board's options? Can the board resort to self-help in adopting by-law changes without a shareholder vote? What type of advance notice by-law should the company have? Proxy contests, both traditional and "short-slate" campaigns, have become much more frequent--how should boards prepare and respond? What is the effect of having a "majority voting" standard and how should it be defined? What will be the effect of proxy access and elimination of broker discretionary voting? What are the current rules defining the fiduciary duties of directors in considering unsolicited bids or strategic mergers and what courses of action are available to the board? What are the permissible techniques for selling a company? When do "go-shops" make sense? Can a buyer "lock-up" a deal with a control shareholder? How do antitrust considerations affect the board's options and strategy? What is the state of the art in poison pills? What is the utility and appropriateness of adopting an NOL (net-operating loss) poison pill?
Download or read book Mergers Acquisitions written by Andrew J. Nussbaum and published by Sweet & Maxwell. This book was released on 2012 with total page 497 pages. Available in PDF, EPUB and Kindle. Book excerpt: This title explains the often complex and difficult ideas in legal philosophy clearly and concisely but without over-simplification. It introduces students to the fundamental themes in legal philosophy. It analyses and comments on the writing of the foremost legal theorists, and takes into account the most recent scholarly work.
Download or read book Corporate Acquisitions and Mergers in Belgium written by Jean-Michel Detry and published by Kluwer Law International B.V.. This book was released on 2023-01-20 with total page 310 pages. Available in PDF, EPUB and Kindle. Book excerpt: Derived from Kluwer’s multi-volume Corporate Acquisitions and Mergers, the largest and most detailed database of M&A know-how available anywhere in the world this work by a highly experienced partner in the leading international law firm DLA Piper provides a concise, practical analysis of current law and practice relating to mergers and acquisitions of public and private companies in Belgium. The book offers a clear explanation of each step in the acquisition process from the perspectives of both the purchaser and the seller. Key areas covered include: structuring the transaction; due diligence; contractual protection; consideration; and the impact of applicable company, competition, tax, intellectual property, environmental and data protection law on the acquisition process. Corporate Acquisitions and Mergers is an invaluable guide for both legal practitioners and business executives seeking a comprehensive yet practical analysis of mergers and acquisitions in Belgium. Equivalent analyses of M&A law and practice in some 50 other jurisdictions, all contributed by leading law firms, are accessible on-line at www.kluwerlawonline.com under Corporate Acquisitions and Mergers.
Download or read book Corporate Acquisitions and Mergers in Sweden written by Henrik Wireklint and published by Kluwer Law International B.V.. This book was released on 2023-03-20 with total page 112 pages. Available in PDF, EPUB and Kindle. Book excerpt: Derived from Kluwer’s multi-volume Corporate Acquisitions and Mergers, the largest and most detailed database of M&A know-how available anywhere in the world, this work by a highly experienced partner in the leading international law firm White & Case provides a concise, practical analysis of current law and practice relating to mergers and acquisitions of public and private companies in Sweden. The book offers a clear explanation of each step in the acquisition process from the perspectives of both the purchaser and the seller. Key areas covered include: structuring the transaction; due diligence; contractual protection; consideration; and the impact of applicable company, competition, tax, intellectual property, environmental and data protection law on the acquisition process. Corporate Acquisitions and Mergers is an invaluable guide for both legal practitioners and business executives seeking a comprehensive yet practical analysis of mergers and acquisitions in Sweden. Equivalent analyses of M&A law and practice in some 50 other jurisdictions, all contributed by leading law firms, are accessible on-line at www.kluwerlawonline.com under Corporate Acquisitions and Mergers.
Download or read book Mergers Acquisitions and Takeovers written by H. R. Machiraju and published by New Age International. This book was released on 2007 with total page 260 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Traditional Approach To M&A Was To Restrict The Emergence Of Monopolies. The Modern Approach Embodied In The Takeover Regulations Is Meant To Ensure Efficient Use Of Corporate Resources And Protect The Interests Of Minority Shareholders. The Two Streams Of Corporate Restructuring Are Governed By Different Legislations. Company Law Governs Mergers And Sebi Regulations Govern Takeovers. The Value Of Mergers Which Is Governed By Economic Factors Is Quite Large And Practically Ten Times The Value Of Takeovers. The Market Approach Of Takeovers, However, Instills Discipline In Regard To Use Of Corporate Resources By Promoters And Managements. The Corporate Raider Can Always Approach The Shareholders Directly.The Book Analyses Both The Approaches And Identifies The Need For Strengthening Competition Policy And Preventing The Misuse Of Buyback Provisions For Insider Trading.
Download or read book Mergers and Acquisitions written by G. Gregoriou and published by Springer. This book was released on 2007-11-13 with total page 292 pages. Available in PDF, EPUB and Kindle. Book excerpt: This collection of exclusive articles presents the latest research in the area of mergers and acquisitions. It presents what drives corporate performance under different economic conditions, both in the US and across the globe, and examines the role of mergers and acquisitions in maintaining the efficiency of world markets.
Download or read book Corporate Takeovers written by Alan J. Auerbach and published by University of Chicago Press. This book was released on 2013-12-30 with total page 354 pages. Available in PDF, EPUB and Kindle. Book excerpt: The takeover boom that began in the mid-1980s has exhibited many phenomena not previously observed, such as hostile takeovers and takeover defenses, a widespread use of cash as a means of payment for targeted firms, and the acquisitions of companies ranking among the largest in the country. With the aim of more fully understanding the implications of such occurances, contributors to this volume consider a broad range of issues as they analyze mergers and acquisitions and study the takeoveer process itself.
Download or read book A critical assessment of the role of directors in relation to takeovers of public companies written by Thomas Böhm and published by GRIN Verlag. This book was released on 2019-06-24 with total page 31 pages. Available in PDF, EPUB and Kindle. Book excerpt: Essay from the year 2019 in the subject Law - Civil / Private, Trade, Anti Trust Law, Business Law, grade: A, University of Edinburgh (Edinburgh Law School), course: Company Law, language: English, abstract: Target directors have an ambiguous role in corporate takeovers. On the one hand, once a bid is imminent, they are significantly involved spending most of their time in responding to the bid and advising the shareholders whose interests the directors must primarily represent. On the other hand, they face various potential conflicts of interests as takeovers can have significant personal and professional implications on them. This essay critically assesses the role of directors in relation to takeovers of public companies. Their corporate powers are constrained by a range of rules in the Takeover Code . However, takeover regulation leaves significant room for board discretion which is therefore subject to common law and general company law. As we will see, the target directors only have an advisory role vis-à-vis the shareholders, with the latter taking the ultimate decision on acceptance of the takeover bid. The essay is structured as follows. Section 2 starts by introducing the context of takeovers of public companies followed by a brief summary of common motives for takeovers in section 3. Special emphasis is placed on the effects of the theory of the market for control on directors which at various points had an influence on the takeover regulation. Section 4 then deals with the allocation of the acceptance-decision on a takeover bid to the shareholders. In order not to interfere with this right by taking defensive measures which could frustrate a takeover bid, the Takeover Code has imposed a strict ‘no frustration rule’ on target directors. This is covered by section 5. Reference will also be made to the respective directors’ (fiduciary) duties under common law and company law. Subsequently, section 6 critically discusses the advisory role of the target directors when recommending a takeover offer to the shareholders, the various conflicts of interest to which they are exposed and how the takeover regulations attempt to solve them. Although the takeover regime mainly focuses on the role of target directors, section 7 outlines some of the constraints which the directors of the bidder are subject to when launching a takeover bid. Section 8 concludes.
Download or read book Mergers and Merger Policy written by James Fairburn and published by Oxford University Press, USA. This book was released on 1989 with total page 376 pages. Available in PDF, EPUB and Kindle. Book excerpt: A series of huge and bitterly contested takeover bids has recently focused public attention on the merger phenomenon. At the same time British merger policy, which has for long lacked clarity and bite, has been the subject of government review.
Download or read book Public Policy Toward Corporate Takeovers written by Murray L. Weidenbaum and published by Transaction Publishers. This book was released on with total page 200 pages. Available in PDF, EPUB and Kindle. Book excerpt: This volume examines critical issues in the debate over the effects' of the current wave of corporate takeovers. Media accounts are often sensational, but proposed public policy remedies need to be evaluated on the basis of more than simple rhetoric. The studies contained in this collection provide solid economic grounding for the debate. Public Policy Toward Corporate Takeovers is the result of extensive research sponsored by the Center for the Study of American Business and directed by Murray Weidenbaum; it examines key aspects of takeovers: the evolving regulatory role of the Antitrust Division, state versus federal authority over offensive and defensive takeover maneuvers, whether leveraged buyouts improve the firm's economic performance, and the validity of assertions about "entrenched" managements. The book also includes the views of the most publicized corporate raider, T. Boone Pickens. Balancing Pickens' highly favorable view of the value of hostile takeovers as a disciplining factor for subpar management performance is a chapter by David Ravenscraft of the Federal Trade Commission, who takes a long-term viewpoint and argues that the popular belief that takeovers create substantial efficiencies has not been borne out by the record. The overall findings do not fully support either side of the takeover controversy. The book presents both legal and economic perspectives, and suggests strategies for government policymakers as well as leaders of private enterprise.
Download or read book Takeovers written by Rodd Levy and published by Lawbook Company. This book was released on 1996 with total page 304 pages. Available in PDF, EPUB and Kindle. Book excerpt: Practical guide to the laws and procedures relevant to takeover bids in Australia. Examines strategies and tactics for bidders and target companies and considers all steps involved in a takeover. Analyses the requirements of Corporations Law, the Foreign Acquisition and Takeovers Act, the Listing Rules of the Australian Stock Exchange, the Trade Practices Act and other relevant legislation. The law discussed is at 18 December 1995. Includes an index, table of cases, table of statutes. The author is a partner in Freehill Hollingdale & Page, Melbourne.
Download or read book Mergers and Acquisitions written by Stephen M. Bainbridge and published by . This book was released on 2009 with total page 308 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book is designed for law students taking an advanced business law course such as Mergers & Acquisitions or Corporate Finance, with a primary emphasis on corporate and securities law issues. While the text has a strong emphasis on the doctrinal issues taught in today's M&A classes, it also places significant emphasis on providing an economic analysis of the major issues in that course. The text thus offers not only with an overview of the black letter law, but also a unifying method of thinking about the subject.
