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Hostile Takeovers And Directors
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Book Synopsis Hostile Takeovers by : Tim Jenkinson
Download or read book Hostile Takeovers written by Tim Jenkinson and published by McGraw-Hill Companies. This book was released on 1994 with total page 208 pages. Available in PDF, EPUB and Kindle. Book excerpt: Many organizations find themselves open to a hostile takeover bid and this book, with a comprehensive case study approach, offers an understanding of what can happen, why and how to manoeuvre from under a hostile takeover.
Book Synopsis Hostile Takeovers and Directors by : Ari Savela
Download or read book Hostile Takeovers and Directors written by Ari Savela and published by Faculty of Law University of Turku. This book was released on 1999-01-01 with total page 399 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis A critical analysis of whether allowing directors to implement anti-takeover defences is beneficial for all corporate constituencies by : Thomas Böhm
Download or read book A critical analysis of whether allowing directors to implement anti-takeover defences is beneficial for all corporate constituencies written by Thomas Böhm and published by GRIN Verlag. This book was released on 2019-06-19 with total page 31 pages. Available in PDF, EPUB and Kindle. Book excerpt: Essay from the year 2018 in the subject Business economics - General, grade: A, University of Edinburgh (Edinburgh Law School), course: Corporation Law and Economics, language: English, abstract: This essay examines the question whether allowing directors to implement anti-takeover defences is beneficial for all corporate constituencies. Beginning with the classification of the topic in the law and economics context of the market for corporate control in Chapter 2, I will briefly outline in Chapter 3 the scenarios in which anti-takeover defences usually come into operation, namely hostile takeovers. Chapter 4 presents the most common anti-takeover defences and sets out the legal framework to what extent directors are permitted to adopt such defences in accordance with the applicable law. A distinction is made between UK and US law, with the latter focussing on Delaware law, where more than a half of all US publicly traded corporations are established. The Delaware Court of Chancery and Supreme Court have developed an extraordinary body of jurisprudence concerning corporate takeovers and anti-takeover defences. Chapter 5 points out potential impacts on the various constituencies of a company and deals with the fact why their interests have to be regarded in the takeover context. Finally, Chapter 6 critically evaluates anti-takeover defences from different stakeholder perspectives and concludes that these are not beneficial for all corporate constituencies, but for directors only.
Book Synopsis Strengthening the Corporate Board by : Murray L. Weidenbaum
Download or read book Strengthening the Corporate Board written by Murray L. Weidenbaum and published by . This book was released on 1985 with total page 56 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis The Takeover Dialogues by : Edmund J. Kelly
Download or read book The Takeover Dialogues written by Edmund J. Kelly and published by iUniverse. This book was released on 2001-01-28 with total page 186 pages. Available in PDF, EPUB and Kindle. Book excerpt: A longtime critic of hostile cash takeovers of large corporations, Edmund Kelly believed that if the organized insincerity of advisors and corporate control entrepreneurs in the tight knit takeover community was told, this alone would contribute to a decline in the acceptance of the hostile bid as an acquisition method. Copies of The Takeover Dialogues were purchased primarily in 1988 by investment and commercial banking and corporate law firms, executives and business libraries. Prominent uninvited cash takeover bids averaged 17 a year for the period 1985 - 1988. There were 6 in 1989 and 2 in 1990. For the years 1991 -1999 they averaged 1.2 a year. In these carefully reasoned dialogues, Edmund Kelly also examines the impact of corporate raids on the business community and society. Kelly believes the ideal corporation translates capital and human energy into a community service institution that is ultimately greater than the sum of its parts. This book raises important questions of public policy about issues affecting the institutions upon which we all depend for our continued prosperity. It is important reading for anyone concerned about the future of corporate business in a capitalistic society.
Book Synopsis An Overview of Takeover Defenses by : Richard S. Ruback
Download or read book An Overview of Takeover Defenses written by Richard S. Ruback and published by Legare Street Press. This book was released on 2022-10-27 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This work has been selected by scholars as being culturally important, and is part of the knowledge base of civilization as we know it. This work is in the "public domain in the United States of America, and possibly other nations. Within the United States, you may freely copy and distribute this work, as no entity (individual or corporate) has a copyright on the body of the work. Scholars believe, and we concur, that this work is important enough to be preserved, reproduced, and made generally available to the public. We appreciate your support of the preservation process, and thank you for being an important part of keeping this knowledge alive and relevant.
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?
Book Synopsis A critical assessment of the role of directors in relation to takeovers of public companies by : Thomas Böhm
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.
Author :United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs Publisher : ISBN 13 : Total Pages :950 pages Book Rating :4.F/5 ( download)
Book Synopsis Hostile Takeovers by : United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs
Download or read book Hostile Takeovers written by United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs and published by . This book was released on 1987 with total page 950 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book SEC News Digest written by and published by . This book was released on 1980 with total page 800 pages. Available in PDF, EPUB and Kindle. Book excerpt: Lists documents available from Public Reference Section, Securities and Exchange Commission.
Book Synopsis Takeover Defense by : Arthur Fleischer
Download or read book Takeover Defense written by Arthur Fleischer and published by Aspen Publishers. This book was released on 1990 with total page 850 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Author :United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs Publisher : ISBN 13 : Total Pages :948 pages Book Rating :4.:/5 (327 download)
Book Synopsis Hostile Takeovers by : United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs
Download or read book Hostile Takeovers written by United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs and published by . This book was released on 1987 with total page 948 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Author :United States. Congress. Senate. Committee on Finance. Subcommittee on Taxation and Debt Management Publisher : ISBN 13 : Total Pages :368 pages Book Rating :4.:/5 (327 download)
Book Synopsis Tax Treatment of Hostile Takeovers by : United States. Congress. Senate. Committee on Finance. Subcommittee on Taxation and Debt Management
Download or read book Tax Treatment of Hostile Takeovers written by United States. Congress. Senate. Committee on Finance. Subcommittee on Taxation and Debt Management and published by . This book was released on 1985 with total page 368 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Corporate Takeovers by : Alan J. Auerbach
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.
Book Synopsis The Law and Economics of Takeovers by : Athanasios Kouloridas
Download or read book The Law and Economics of Takeovers written by Athanasios Kouloridas and published by . This book was released on 2008 with total page 304 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book studies takeovers from the acquirer's perspective. More precisely the book focuses on the legal and regulatory treatment of the risks faced by the acquiring company shareholders in takeovers. The identified risks are categorised into two main groups: first, risks generated by managerial choices and second, regulatory or external risks. The analysis considers the legal context but also draws on the economic literature, seeking to map the area under consideration and to suggest measures to improve the present position from both a law and economics perspective. More specifically, the bo.
Book Synopsis Knights, Raiders, and Targets by : John C. Coffee Jr.
Download or read book Knights, Raiders, and Targets written by John C. Coffee Jr. and published by Oxford University Press. This book was released on 1988-06-23 with total page 560 pages. Available in PDF, EPUB and Kindle. Book excerpt: Fascinating as the corporate takeovers of recent years have been--with their "golden parachutes" and junk bonds, "greenmailers" and white knights--it is far from clear what underlying forces are at work, and what their long-term consequences will be. Debate over these questions has become polarized: some see takeover threats as disciplinary mechanisms that induce managers to behave efficiently and move assets to higher valued uses or into the hands of more efficient managers; others claim that corporate raiders have produced few observable increases in operating efficiency, but rather have disrupted business planning, enforced a preoccupation with the short-term, and tilted the balance sheets of corporate America towards dangerously high debt levels. Such sharp conflicts in theory and evidence have produced considerable governmental confusion concerning the appropriate policy response. Scores of bills have been introduced in Congress, but legislators are no more in agreement than scholars. Knights, Raiders, and Targets represents one of the first sustained efforts to refine and clarify these issues. Based on papers presented at a symposium sponsored by the Columbia Law School's Center for Law and Economic Studies, it also includes discussion of the informal presentations made at the symposium by the CEOs of several major corporations. This important book airs new theories and offers vital and exciting discussion of the essential issues attached to an event that has become central to American corporate culture.
Book Synopsis Comparative Takeover Regulation by : Umakanth Varottil
Download or read book Comparative Takeover Regulation written by Umakanth Varottil and published by Cambridge University Press. This book was released on 2017-10-26 with total page 545 pages. Available in PDF, EPUB and Kindle. Book excerpt: 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.
