The Mandatory Bid Rule in the Takeover Directive: Harmonization Without Foundation?

European Company and Financial Law Review, Vol. 1, No. 4, pp. 440-57, 2004

Posted: 21 Apr 2005

See all articles by Luca Enriques

Luca Enriques

University of Oxford Faculty of Law; European Corporate Governance Institute (ECGI)

Abstract

The article critically evaluates the mandatory bid rule in the new EC Takeover Directive. It questions and the rationale and the effectiveness of this central feature in light of the wide discretion left to the Member States, in particular regarding the permissibility of defensive measures, and ends with provocative views on "cui bono?"

Keywords: European Union, Takeover Directive, Mandatory Bid Rule, Market for Corporate Control, Defensive Tactics, Passivity Rule

JEL Classification: K22, G34, G38

Suggested Citation

Enriques, Luca, The Mandatory Bid Rule in the Takeover Directive: Harmonization Without Foundation?. European Company and Financial Law Review, Vol. 1, No. 4, pp. 440-57, 2004. Available at SSRN: https://ssrn.com/abstract=702461

Luca Enriques (Contact Author)

University of Oxford Faculty of Law ( email )

St Cross Building
St Cross Road
Oxford, OX1 3UL
United Kingdom

European Corporate Governance Institute (ECGI)

c/o ECARES ULB CP 114
B-1050 Brussels
Belgium

HOME PAGE: http:/www.ecgi.org

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