Continental European Takeover Regulations
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Description and objective: EU Takeover Directive
Background to the directive and its failure (1999 - 2001)
Principles of the EU Takeover Directive
Review of each of the articles and adherence to it in different regimes
Plans to reintroduce the directive
Germany
The new German Takeover Act 2002
General principles
Consideration aspects
Duties of target company management
Mandatory bids
Squeeze out rules
France
Roles of the CMF and the COB
Takeover offers vs. mandatory offers
Simplified offers
Delisting offers
Preparation, review and conduct of an offer
Acquisition of minority shareholdings
Italy
The Role of CONSOB and the Takeover Act
General provisions and defences to hostile takeovers
"Passivity" rule
Conduct of an offer
Acquisition of minority shareholdings
Spain
The Spanish Tender Offer Statute
Mandatory offers
Procedure for making an offer and conduct
Hostile and contested bids ("first bidder advantage" concept)
Acquisition of minority shareholdings
HOW YOU WILL BENEFIT
Attempts to pass a Takeover Directive have so far not been successful and there remain considerable differences in takeover bid procedures among the major EU states. This course introduces participants to the different rules and regulations in the major EU countries outside the UK. Regular reference is made to major bids in France, Germany Italy and Spain and the application of domestic rules in those countries is examined. A good knowledge of the UK Takeover Code would be an advantage.
Contact Redcliffe Training Associates
| Phone | +44 (0)20 7631 2090 When calling be sure to mention Training Pages
| Fax | +44 (0)20 7631 2060 |
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