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

520 19 A Listed Company as the Target speed of the process depends on the governing law and the applicable stock ex- change rule ...

19.2 Information Management: Secrecy v Disclosure 521 Governing law. The governing law depends on the classification of the issu ...

522 19 A Listed Company as the Target the sale of assets that it will not want to keep after the acquisition. Even the target co ...

19.2 Information Management: Secrecy v Disclosure 523 There can be personal confidentiality obligations on a number of grounds. ...

524 19 A Listed Company as the Target Table 19.1 Regulation of the Management of Information in the Contect of Takeovers Potenti ...

19.3 Toehold, Creeping Takeover, Major Holdings 525 benefits of control following a successful takeover.^29 Disclosure could als ...

526 19 A Listed Company as the Target ted to trading on a regulated market, it may thus have a duty to disclose some- thing. If ...

19.3 Toehold, Creeping Takeover, Major Holdings 527 for disclosing this information to the public. The notification to the issue ...

528 19 A Listed Company as the Target cision-making;^54 and an optional 10% cap.^55 In practice, it is even more important that ...

19.3 Toehold, Creeping Takeover, Major Holdings 529 closure of major shareholdings^60 does not require the disclosure of cash-se ...

530 19 A Listed Company as the Target Schaeffler;^65 (b) Schaeffler had been able to acquire Continental shares as a result of a ...

19.4 Selective Disclosure Internally 531 This created a dilemma. When the banks converted their loans into shares, IFIL might ha ...

532 19 A Listed Company as the Target functions within the issuer gain access to inside information; and take the neces- sary me ...

19.6 Selective Disclosure to Outsiders by the Acquirer 533 quires an announcement already when “negotiations or discussions are ...

534 19 A Listed Company as the Target tium, and obtains advise at the various stages of its decision-making. The acquisi- tion c ...

19.7 Selective Disclosure to Outsiders by the Target 535 On-going negotiations can provide a legitimate interest for delaying di ...

536 19 A Listed Company as the Target Neither does the Directive prohibit the use of such information by the acquirer generally. ...

19.7 Selective Disclosure to Outsiders by the Target 537 Due diligence. The absence of other exemptions makes one ask whether th ...

538 19 A Listed Company as the Target The purpose of the prohibition of abuse of inside information is “to ensure the integrity ...

19.8 Disclosure to the Public 539 The Directive on market abuse has a broader scope and is more ambitious than the Di- rective i ...