Approche comparative des dispositifs anti-OPA sur un échantillon de 139 entreprises émanant de 15 Etat Membres

Viviane de Beaufort ()
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Viviane de Beaufort: ESSEC Business School

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Abstract: Comparison of rules and practices between European countries which measures the effect of the Directive of 2004. The text put some essential principles (neutrality of the management (article 9), limitation of anti-takeover devices (article 11) and requirement of transparency (article 10) but giving in to States, establish an opting-out (article 12) allowing the member states to choose more or less their system. It is possible to distinguish four groups of countries: the Balts (the most liberal), the countries Anglo-Saxon which dedicate the neutrality of the management but keep (preserve) certain preventive devices (plans), the Rhenish group where the logic of collective governance prevails thus tolerating prevention and reaction, and finally, the Latin of which France which did not opt clearly for a system "every shareholder" or a "collective logic", with as a bonus a complex regulations and unstable choices of companies.

Keywords: Takeover Bid; anti-takeover devices; comparison in practice; listed companies; European union; member States; financial rules; OPA; directive OPA; défense anti-OPA; comparaison en pratique; échantillon de sociétés cotées (search for similar items in EconPapers)
Date: 2015-11
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