The Law of Corporate Finance: General Principles and EU Law: Volume III: Funding, Exit, Takeovers

272 5 Equity and Shareholders’ Capital Decision rights The general meeting will decide on the issuing of new shares (the board m ...

5.11 Shares as a Means of Payment 273 Corporation, a Finnish company, provide for sell-out rights in the event of a take- over.^ ...

274 5 Equity and Shareholders’ Capital purchasing target securities form a certain shareholder at a higher price during the dura ...

5.11 Shares as a Means of Payment 275 same securities by the offeror ... over a period, to be determined by Member States, of no ...

276 5 Equity and Shareholders’ Capital case of Flesberg is that the “true value” (virkelig verdi) of shares is determined on the ...

5.11 Shares as a Means of Payment 277 nominal value or, where there is no nominal value, the accountable par and, where appropri ...

278 5 Equity and Shareholders’ Capital lies on its shareholders as agents to decide on the acceptance of the offer and changes i ...

5.12 Shares as a Means to Purchase Other Goods 279 declaration”.^722 Depending on the choices of the Member State, there can be ...

280 5 Equity and Shareholders’ Capital Second Directive, no part of the remuneration of the consultancy firm may consist of shar ...

5.13 Share-based Executive Incentive Programmes 281 5.13 Share-based Executive Incentive Programmes............................. ...

282 5 Equity and Shareholders’ Capital Size of share-based incentives. The size of share-based incentives is not directly constr ...

6 Mezzanine..................................................................................................... 6.1 Introductio ...

284 6 Mezzanine (b) From an accounting perspective, a mezzanine instrument is regarded as a debt instrument or a share or a comb ...

6.1 Introduction 285 sist of an equity component and a debt component in the balance sheet (hybrid mezzanine). However, there is ...

286 6 Mezzanine may be included in supplementary capital. In addition to perpetual preference shares carry- ing a cumulative fix ...

6.1 Introduction 287 Mezzanine funding can therefore be an important part of the firm’s funding mix. In particular, subordinatio ...

288 6 Mezzanine At the same time, holders of normal high-yielding debt instruments might still re- ceive payment.^15 Whether the ...

6.2 Example: Venture Capital Transactions 289 6.2 Example: Venture Capital Transactions The use of mezzanine instruments can be ...

290 6 Mezzanine Stages. There is a detailed outline of the various stages of financing (like seed investment, prototype testing ...

6.2 Example: Venture Capital Transactions 291 Investors can achieve anti-dilution protection in many ways. (a) There is no stand ...