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A Legal And Economic Assessment Of European Takeover Regulation


A Legal And Economic Assessment Of European Takeover Regulation
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A Legal And Economic Assessment Of European Takeover Regulation


A Legal And Economic Assessment Of European Takeover Regulation
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Author : Christophe Clerc
language : en
Publisher:
Release Date : 2012

A Legal And Economic Assessment Of European Takeover Regulation written by Christophe Clerc and has been published by this book supported file pdf, txt, epub, kindle and other format this book has been release on 2012 with Business & Economics categories.


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.



Towards A Sustainable European Company Law


Towards A Sustainable European Company Law
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Author : Beate Sjåfjell
language : en
Publisher: Kluwer Law International B.V.
Release Date : 2009-01-01

Towards A Sustainable European Company Law written by Beate Sjåfjell and has been published by Kluwer Law International B.V. this book supported file pdf, txt, epub, kindle and other format this book has been release on 2009-01-01 with Law categories.


No one doubts any longer that sustainable development is a normative imperative. Yet there is unmistakably a great reluctance to acknowledge any legal basis upon which companies are obliged to forgo 'shareholder value' when such a policy clearly dilutes responsibility for company action in the face of continuing environmental degradation. Here is a book that boldly says: 'Shareholder primacy' is wrong. Such a narrow, short-term focus, the author shows, works against the achievement of the overarching societal goals of European law itself. The core role of EU company and securities law is to promote economic development, notably through the facilitation of market integration, while its contributory role is to further sustainable development through facilitation of the integration of economic and social development and environmental protection. There is a clear legal basis in European law to overturn the poorly substantiated theory of a 'market for corporate control' as a theoretical and ideological basis when enacting company law. With rigorous and persuasive research and analysis, this book demonstrates that: European companies should have legal obligations beyond the maximization of profit for shareholders; human and environmental interests may and should be engaged with in the realm of company law; and company law has a crucial role in furthering sustainable development. As a test case, the author offers an in-depth analysis of the Takeover Directive, showing that it neither promotes economic development nor furthers the integration of the economic, social and environmental interests that the principle of sustainable development requires. This book goes to the very core of the ongoing debate on the function and future of European company law. Surprisingly, it does not make an argument in favour of changing EU law, but shows that we can take a great leap forward from where we are. For this powerful insight - and the innumerable recognitions that support it - this book is a timely and exciting new resource for lawyers and academics in 'both camps' those on the activist side of the issue, and those with company or official policymaking responsibilities.



Common Legal Framework For Takeover Bids In Europe


Common Legal Framework For Takeover Bids In Europe
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Author : Dirk van Gerven
language : en
Publisher: Cambridge University Press
Release Date : 2008

Common Legal Framework For Takeover Bids In Europe written by Dirk van Gerven and has been published by Cambridge University Press this book supported file pdf, txt, epub, kindle and other format this book has been release on 2008 with Law categories.


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



The Economics Of The Proposed European Takeover Directive


The Economics Of The Proposed European Takeover Directive
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Author : Joseph A. McCahery
language : en
Publisher: CEPS
Release Date : 2003

The Economics Of The Proposed European Takeover Directive written by Joseph A. McCahery and has been published by CEPS this book supported file pdf, txt, epub, kindle and other format this book has been release on 2003 with Consolidation and merger of corporations categories.




Eu Law And The Harmonization Of Takeovers In The Internal Market


Eu Law And The Harmonization Of Takeovers In The Internal Market
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Author : Thomas Gr. Papadopoulos
language : en
Publisher: Kluwer Law International B.V.
Release Date : 2010-08-27

Eu Law And The Harmonization Of Takeovers In The Internal Market written by Thomas Gr. Papadopoulos and has been published by Kluwer Law International B.V. this book supported file pdf, txt, epub, kindle and other format this book has been release on 2010-08-27 with Law categories.


Analysing the Takeover Bid Directive in light of EU Law, this important monograph examines the extent to which the Directive facilitates the exercise of the fundamental freedom of establishment and the free movement of capital in the internal market. The analysis begins with a discussion of the fundamental freedom of establishment of companies, as well as of the legal bases for the harmonization of company law and capital markets law at the EU level. Additionally, the significance of corporate mobility and of the freedom of establishment case law of the European Court of Justice for the takeover process is analysed. The author shows that, far from achieving market integration in the field of EU company law, the Takeover Bid Directive is a compromise resulting from the very different legal and policy approaches of the Member States in the field of takeover regulation. Although some provisions of the Directive are obligatory for all Member States, two key provisions have been made optional: the non-frustration rule, which requires a board of directors to obtain the prior authorization of a general meeting of shareholders before taking any action that could result in the frustration of the bid; and the breakthrough rule, which restricts significant transfer and voting rights during the time allowed for acceptance of the bid.



The Law And Economics Of Corporate Governance


The Law And Economics Of Corporate Governance
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Author : Alessio M. Pacces
language : en
Publisher: Edward Elgar Publishing
Release Date : 2010-01-01

The Law And Economics Of Corporate Governance written by Alessio M. Pacces and has been published by Edward Elgar Publishing this book supported file pdf, txt, epub, kindle and other format this book has been release on 2010-01-01 with Law categories.


In this timely book, the law and economics of corporate governance is approached from a range of angles. This study reveals that perspectives are changing: they differ between the economic and the legal standpoint; they vary across countries; they evolve over time. A group of leading scholars offer their views some provide fresh empirical evidence on existing theories and others attempt to develop new theoretical insights based on empirical puzzles. They all analyse the economics of corporate governance with a view to how it should, or should not, be regulated. Economic analysis of law proves to be the common language for understanding corporate governance on both sides of the Atlantic. The law and economics approach is applied to topical issues in the international debate, such as the harmonization of company laws; regulatory competition; determinants of separation of ownership and control; enforcement of investor protection; and the political economy of corporate governance.



State Liability For Breaches Of European Law


State Liability For Breaches Of European Law
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Author : Bert Van Roosebeke
language : en
Publisher: Springer Science & Business Media
Release Date : 2007-11-10

State Liability For Breaches Of European Law written by Bert Van Roosebeke and has been published by Springer Science & Business Media this book supported file pdf, txt, epub, kindle and other format this book has been release on 2007-11-10 with Law categories.


Bert Van Roosebeke analyses non-contractual state liability in the European Union. He explains differences in member states’ breaching behaviour and presents the state liability doctrine as developed by the European Court of Justice in a number of cases. He shows that compliance is the true economic aim of state liability legislation and presents a comparative analysis of the effectiveness of both private and public law enforcement mechanisms. He finally formulates improvements to the rules of state liability.



The Takeover Of Public Companies As A Mode Of Exercising Eu Treaty Freedoms


The Takeover Of Public Companies As A Mode Of Exercising Eu Treaty Freedoms
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Author : Maciej Mataczynski
language : en
Publisher: Peter Lang D
Release Date : 2017

The Takeover Of Public Companies As A Mode Of Exercising Eu Treaty Freedoms written by Maciej Mataczynski and has been published by Peter Lang D this book supported file pdf, txt, epub, kindle and other format this book has been release on 2017 with Law categories.


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.



Regulatory Competition In The Internal Market


Regulatory Competition In The Internal Market
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Author : Barbara Gabor
language : en
Publisher: Edward Elgar Publishing
Release Date : 2013-01-01

Regulatory Competition In The Internal Market written by Barbara Gabor and has been published by Edward Elgar Publishing this book supported file pdf, txt, epub, kindle and other format this book has been release on 2013-01-01 with Law categories.


"Regulatory competition within Europe and internationally, operates in several fields with different outcomes. This book offers a comparative legal and economic analysis of corporate, securities and competition law, exploring the reasons behind such differences. The books conceptual framework covers the most relevant drivers of competition, including legal actors incentives, channels of competition and governance design. It shows how the different drivers and institutional designs are shaping competitive interactions, drawing relevant conclusions for both general and field specific regulatory policy. Providing a comparative analysis of regulatory competition in three legal fields, this book will be a valuable resource for researchers and academics in law, economics and political science, as well as policymakers legislator, regulator, judiciary at both national and European levels."--Publisher



The Economic Assessment Of Mergers Under European Competition Law


The Economic Assessment Of Mergers Under European Competition Law
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Author : Daniel Gore
language : en
Publisher:
Release Date : 2013

The Economic Assessment Of Mergers Under European Competition Law written by Daniel Gore and has been published by this book supported file pdf, txt, epub, kindle and other format this book has been release on 2013 with Competition categories.


Provides a clear, concise and practical overview of the key economic techniques and evidence employed in European merger control.