Takeovers

An American Perspective on the New German Anti-takeover Law

The Origins of the Market for Corporate Control

This paper, which was prepared for a University of Illinois College of Law symposium honoring Prof. Larry Ribstein, examines the origins of the market...

Mandatory Bids, Squeeze-out, Sell-out and the Dynamics of the Tender Offer Process

The European Commission's draft directive (October 2002) proposes to introduce a squeeze-out right and a sell-out right and to set the price in a...

Performance Pay, CEO Dismissal, and the Dual Role of Takeovers

We propose that an active takeover market provides incentives by offering acquisition opportunities to successful managers. This allows firms to...

Deal Insurance: Representation & Warranty Insurance in Mergers and Acquisitions

Efficient contracting depends upon imposing risk on the party with superior access to information. Yet the parties in mergers and acquisitions...

The Cultural Foundations of Corporate Control: An Empirical Enquiry

Utilizing the patterns in settlement of Scots-Irish in the United States, this study examines the effects of honor culture on corporate control...

Corporate Governance Convergence: Evidence from Takeover Regulation

Reciprocity in Takeovers

The European Commission has proposed a Takeover Directive that aims to make the control of European corporations more contestable. The European...

The Case for an Unbiased Takeover Law (with an Application to the European Union)

Takeover regulation should neither hamper nor promote takeovers, but instead allow individual companies to decide the contestability of their...

The Market for Non-Executive Directors: Does Acquisition Performance Influence Future Board Seats?

This paper investigates whether non-executive directors associated with good (bad) board decisions are subsequently rewarded (penalized) in the...

Stewardship and Collective Action: The Australian Experience

Institutional shareholder stewardship codes (‘stewardship codes’) exist in many jurisdictions. They reflect the growing importance of...

A New EU Business Combination Form to Facilitate Cross-Border M&A: The Compulsory Share Exchange

Facilitating cross-border mergers and acquisitions has long been one of the objectives of European company law directives and regulations. This...