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

10.3 Third Party as a Source of Remuneration 355 Member States”.^108 A takeover bid has been defined as “a public offer (other t ...

356 10 Exit of Shareholders Third, the offeror must draw up an offer document and communicate it to the competent supervisory au ...

10.3 Third Party as a Source of Remuneration 357 company’s securities are admitted to trading, without its being necessary to ob ...

358 10 Exit of Shareholders During the bid, the board of the offeree company is prohibited from taking any action which may resu ...

10.3 Third Party as a Source of Remuneration 359 Golden shares. The Directive on takeover bids is silent on “golden shares”. Gol ...

360 10 Exit of Shareholders First, the Directive lays down general rules on the disclosure of information, on equivalent treatme ...

10.3 Third Party as a Source of Remuneration 361 votes. As Volkswagen benefited from its so-called “grandfather status”, there w ...

362 10 Exit of Shareholders 10.3.3 Termination of a Joint-Venture A commercial joint-venture typically involves the coordinated ...

10.3 Third Party as a Source of Remuneration 363 strictions on the unilateral disposal of shares and other unilateral action and ...

364 10 Exit of Shareholders ties will submit a secret and sealed bid to a third party. The party with the lower bid must sell it ...

10.3 Third Party as a Source of Remuneration 365 reached agreement on the terms of a recommended higher cash offer to be made by ...

366 10 Exit of Shareholders mercial character so as to ensure that no discrimination regarding the conditions under which goods ...

10.3 Third Party as a Source of Remuneration 367 In Rosengren and others,^169 the ECJ held that the Swedish retail monopoly oper ...

368 10 Exit of Shareholders goods ... in so far as it affects trade between Member States”. Any plans to grant or alter aid must ...

10.3 Third Party as a Source of Remuneration 369 bank – is a regional public sector bank. The Sparkasse brand is powerful in Ger ...

370 10 Exit of Shareholders Public offering. A public offering is legally more complicated and expensive than a trade sale or a ...

10.4 Mergers and Divisions 371 consideration other than in cash.^181 A merger can thus lead to a share exchange or a clean exit ...

372 10 Exit of Shareholders A third proposal was made to Scottish & Newcastle on 9 January 2008 and re- jected on the follow ...

10.4 Mergers and Divisions 373 on the merger. Usually, a merger must be sanctioned by the court.^196 This also means that there ...

374 10 Exit of Shareholders in the nullity of the merger. The Third Company Law Directive permits Member States to adopt such ru ...