Takeovers
著者
書誌事項
Takeovers
（Longman commercial series）
Longman Law, Tax and Finance, c1993
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注記
Includes index
内容説明・目次
内容説明
This book is a complete guide to the regulation of takeovers of public companies in the UK. It explains three critical elements of this area: * takeover offers in the context of other forms of takeover and company acquisition * the City Code * how the City Code interacts with the statutory provisions regulating takeovers and the rules of the London Stock Exchange Rather than containing a detailed analysis of every aspect of takeover law and regulation, this guide is designed to be used for practical purposes.
In particular, the book: * explains how to plan a bid, in terms of initial strategy, the timing, the price, and the importance of secrecy * goes through the documents commonly used in takeover offers and the legal requirements that govern them * includes a specimen timetable for contesting a takeover to help calendarise the deal * advises on how to implement a defence strategy to protect the company from bids and avoid missing deadlines generally * includes details of the obligations of listed companies with regard to takeovers, as set out in the Listing Rules * provides a checklist at the back to be used as an aide-memoire when taking instructions from a party to a possible takeover offer * This clear yet thorough guide leads practitioners step-by-step through correct takeover procedure, ultimately saving them time * All information for a successful takeover is contained in this volume negating the need for reference to other texts * Provides practitioners with an overview of the relevant regulations and ready source of reference, saving them the trouble of consulting detailed rules where unnecessary * Both sides of the takeover process are considered - making and contesting * Includes documents commonly used in takeover offers
目次
Basic concepts Types of takeover The regulation of takeover offers Types of takeover offer Planning the bid and the status of the offeror Approaches, secrecy, announcements and independent advice Dealings in the shares of the target company or the offeror other than pursuant to the offer Recommended, contested, mandatory and competing offers The voluntary offer and its terms Provisions applicable to all offers Takeover documents Conduct during the offer period The offer period - timing and revision Compulsory acquisitions Restrictions after the offer or failed offer Profit forecasts and asset valuations The Yellow Book Defence tactics Merger control Legal liabilities and duties of the parties involved in a takeover Management buy-out Financial assistance and misleading statements and practices Accounting and tax issues Appendix 1 - Outline timetable for a Super Class 1 recommended offer Appendix 2 - Relevant percentages Appendix 3 - Checklist
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