Swiss Takeover Law

Author : Matthias Glatthaar,Robert Bernet (Lawyer),Jürg Luginbühl
Publisher : Dike Publishers
Page : 0 pages
File Size : 54,8 Mb
Release : 2013
Category : Consolidation and merger of corporations
ISBN : 3037515074

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Swiss Takeover Law by Matthias Glatthaar,Robert Bernet (Lawyer),Jürg Luginbühl Pdf

A tender offer is the most common way to obtain control of a listed company in Switzerland. In a hostile scenario, it is the only form of transaction that allows seeking control against the will of the target's board. Furthermore, tender offers are popular for going-private transactions and repurchase programs, or when introducing a holding structure. This book provides a concise and practical guide to Swiss takeover and shareholder disclosure law and the extensive practice of the Swiss regulators. It is addressed to lawyers in private practice and to in-house counsel, as well as to other practitioners in public M&A (board members, members of management, investment bankers, auditors, etc.). In addition, the book will prove a valuable text for law and business students interested in public takeovers. (Series: Swiss Law in a Nutshell)

Author : Elisa Aliotta et al.
Publisher : Kluwer Law International B.V.
Page : 172 pages
File Size : 52,7 Mb
Release : 2022-08-20
Category : Law
ISBN : 9789403549941

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Corporate Acquisitions and Mergers in Switzerland by Elisa Aliotta et al. Pdf

Derived from Kluwer’s multi-volume Corporate Acquisitions and Mergers, the largest and most detailed database of M&A know-how available anywhere in the world, this work by a highly experienced team from the leading international law firm Bratschi Ltd. Contributors provides a concise, practical analysis of current law and practice relating to mergers and acquisitions of public and private companies in Switzerland. The book offers a clear explanation of each step in the acquisition process from the perspectives of both the purchaser and the seller. Key areas covered include: structuring the transaction; due diligence; contractual protection; consideration; and the impact of applicable company, competition, tax, intellectual property, environmental and data protection law on the acquisition process. Corporate Acquisitions and Mergers is an invaluable guide for both legal practitioners and business executives seeking a comprehensive yet practical analysis of mergers and acquisitions in Switzerland. Equivalent analyses of M&A law and practice in some 50 other jurisdictions, all contributed by leading law firms, are accessible on-line at www.kluwerlawonline.com under Corporate Acquisitions and Mergers.

Author : Bratschi Ltd
Publisher : Kluwer Law International B.V.
Page : 166 pages
File Size : 42,8 Mb
Release : 2020-04-20
Category : Law
ISBN : 9789403521442

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Corporate Acquisitions and Mergers in Switzerland by Bratschi Ltd Pdf

Derived from Kluwer’s multi-volume Corporate Acquisitions and Mergers, the largest and most detailed database of M&A know-how available anywhere in the world, this work by a highly experienced team from the leading international law firm Bratschi Ltd. provides a concise, practical analysis of current law and practice relating to mergers and acquisitions of public and private companies in Switzerland. The book offers a clear explanation of each step in the acquisition process from the perspectives of both the purchaser and the seller. Key areas covered include: structuring the transaction; due diligence; contractual protection; consideration; and the impact of applicable company, competition, tax, intellectual property, environmental and data protection law on the acquisition process. Corporate Acquisitions and Mergers is an invaluable guide for both legal practitioners and business executives seeking a comprehensive yet practical analysis of mergers and acquisitions in Switzerland. Equivalent analyses of M&A law and practice in some 50 other jurisdictions, all contributed by leading law firms, are accessible on-line at www.kluwerlawonline.com under Corporate Acquisitions and Mergers.

Author : Marc Bauen,Robert Bernet
Publisher : Unknown
Page : 568 pages
File Size : 43,6 Mb
Release : 2007
Category : Consolidation and merger of corporations
ISBN : STANFORD:36105134463293

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Swiss Company Limited by Shares by Marc Bauen,Robert Bernet Pdf

Author : François Dessemontet,Tuğrul Ansay
Publisher : Unknown
Page : 382 pages
File Size : 54,9 Mb
Release : 2004
Category : Law
ISBN : STANFORD:36105134464887

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Introduction to Swiss Law by François Dessemontet,Tuğrul Ansay Pdf

Author : Tatiana Nenova
Publisher : World Bank Publications
Page : 52 pages
File Size : 48,7 Mb
Release : 2006
Category : Acquisition
ISBN : 8210379456XXX

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Takeover Laws and Financial Development by Tatiana Nenova Pdf

The issue of "an appropriate" legal framework, especially in the case of the takeover market, has been poorly studied in the case of emerging markets, yet it is of immediate relevance and practical policymaker interest. The study makes a first attempt to analyze takeover regulations in a comparative context across 50 countries. It proposes a methodology to create a detailed index on the most salient features of capital market laws, and illustrates the approach on the case of takeover legislation. The methodology allows better understanding of the impact of laws on markets and development, allows a detailed quantification of a given regulation, in this case takeover market rules, and helps determine relevant policy implications. Specifically, the framework permits the exploration of the effects of individual regulations, their substitutability and interplay, as well as the overall extent of friendliness of the laws to investors, or particular groups thereof (such as minority shareholders), and the links of specialized regulation with the overall legal system. Finally, the study explores the effect of the investor-friendliness of takeover laws on stock market development.

Author : Donald DePamphilis
Publisher : Academic Press
Page : 784 pages
File Size : 51,6 Mb
Release : 2011-08-22
Category : Business & Economics
ISBN : 9780123854858

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Mergers, Acquisitions, and Other Restructuring Activities by Donald DePamphilis Pdf

Two strengths distinguish this textbook from others. One is its presentation of subjects in the contexts wherein they occur. The other is its use of current events. Other improvements have shortened and simplified chapters, increased the numbers and types of pedagogical supplements, and expanded the international appeal of examples.

Author : Kern Alexander,Ruth Arnet,Martina Becker,Elisabetta Fiocchi Malaspina,Christoph Beat Graber,Tina Huber-Purtschert,Caroline Kopp,Luisa Lichtenberger,Matthias Mahlmann,Sophie-Katharina Matjaz,Matthias Oesch,Peter Georg Picht,Giulia Rossi,David Roth,Madeleine Simonek,Goran Studen,Andreas Thier,Felix Uhlmann
Publisher : sui generis Verlag
Page : 484 pages
File Size : 53,7 Mb
Release : 2022-07-01
Category : Law
ISBN : 9783907297261

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Introduction to Swiss Law by Kern Alexander,Ruth Arnet,Martina Becker,Elisabetta Fiocchi Malaspina,Christoph Beat Graber,Tina Huber-Purtschert,Caroline Kopp,Luisa Lichtenberger,Matthias Mahlmann,Sophie-Katharina Matjaz,Matthias Oesch,Peter Georg Picht,Giulia Rossi,David Roth,Madeleine Simonek,Goran Studen,Andreas Thier,Felix Uhlmann Pdf

Author : S.H. Goo
Publisher : Routledge
Page : 174 pages
File Size : 54,7 Mb
Release : 2012-07-23
Category : Law
ISBN : 9781135318451

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Minority Shareholders' Protection by S.H. Goo Pdf

Written in a readable style, this book provides an account, and much-needed analysis, of minority shareholders rights and remedies under section 459 of the Companies Act 1985. In the study of minority shareholders rights, there has been a tendency to give inadequate attention to the remedies now available. This book take a new approach to the treatment of minority shareholders protection. Much of this book is devoted to a detailed study of the effectiveness of section 459 as a shareholders remedy. Commencing with an examination of the problems faced by a minority shareholder, the book goes on t.

Author : Henri B. Meier,John E. Marthinsen,Pascal A. Gantenbein
Publisher : John Wiley & Sons
Page : 352 pages
File Size : 51,8 Mb
Release : 2012-10-01
Category : Business & Economics
ISBN : 9781118238530

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Swiss Finance by Henri B. Meier,John E. Marthinsen,Pascal A. Gantenbein Pdf

A timely guide to the complex financial markets and banking secrecy of Switzerland Since 1934, when Switzerland's federal bank secrecy law was passed, the line between myth and reality with regard to Swiss banking has been blurred. But over the past decade, there have been dramatic changes in the pressures brought to bear on all facets of the Swiss financial markets and banking sector. Recent developments and agreements have potentially weakened Swiss banking secrecy, and with that said, it is time for a book that lays out the history of Swiss bank secrecy and puts these twenty-first century changes in perspective. Swiss Finance is a thorough overview of the Swiss financial markets and the banking secrecy this country has become known for. It covers key topics to practitioners both abroad and in the United States involved in Swiss banking and the Swiss financial markets. Discusses what the Euro-debt crisis may mean for the role of Switzerland as a financial powerhouse Reveals how new secrecy agreements with the United States and Germany will impact private wealth management Addresses Asian competition for wealth management and tax havens Switzerland is one of the largest financial markets in the world and a global power in private wealth administration. Whether you're a private wealth advisor, Swiss or U.S. banker, or other finance practitioner involved in the Swiss market, this guide is essential reading if you intend on achieving future success in this arena.

Author : Christophe Clerc,Fabrice Demarigny,Diego Valiante,Mirzha de Manuel Aramendía
Publisher : Unknown
Page : 0 pages
File Size : 47,9 Mb
Release : 2012
Category : Business & Economics
ISBN : 9461382340

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A Legal and Economic Assessment of European Takeover Regulation by Christophe Clerc,Fabrice Demarigny,Diego Valiante,Mirzha de Manuel Aramendía Pdf

Takeovers are an exceptional event in the life of a corporation, fundamentally altering both control and strategy. But the prospect of becoming the target of a bid, even when remote, influences daily corporate decision-making. Takeover rules are therefore central to company law and the balance of power among managers, shareholders and stakeholders alike. To what extent is it possible to balance an active market for corporate control with long-term, firm-specific investments? This book is an abridged version of a comprehensive study carried out by the law firm Marccus Partners and the Centre for European Policy Studies for the European Commission and supplemented by additional policy recommendations. The study analyses the corporate governance considerations driving takeover regulation. It also assesses the implementation of the EU Directive on takeover bids and compares it with the legal framework of nine other major jurisdictions, including the United States. The authors find that similar rules have different effects, depending on company-level and country-level characteristics, and examine the use of modular legislation and optional provisions to cater for these differences. Offering the reader a unique and thorough legal review, this book draws on the work of a global network of law firms and an in-depth economic study, including a survey of the relevant academic literature and an empirical analysis based on a comprehensive dataset on takeovers in Europe dating back to the early 2000s. An analysis of the impact of takeover rules on competitiveness and employment is also provided. Book jacket.

Author : Dennis Campbell
Publisher : Kluwer Law International B.V.
Page : 738 pages
File Size : 54,6 Mb
Release : 2010-11-01
Category : Law
ISBN : 9789041133618

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Comparative Law Yearbook of International Business 2010 by Dennis Campbell Pdf

This edition of the Comparative Law Yearbook of International Business provides a general examination of issues vital to the world's economic recovery. In the field of company law, practitioners examine changes in Russia's corporate law and the new Ukrainian law governing joint-stock companies. In the area of competition law, lawyers review Serbia and Bulgaria's new laws on the protection of competition and the private enforcement of Articles 101 and 102 in Europe's national courts. Dispute resolution occupies two chapters, one dealing with best practices for drafting arbitration clauses and the other set aside, recognition, and enforcement of private commercial arbitration awards. A further two chapters treat employment and labor matters relating to distribution and commercial representation, indemnity upon termination, and processing personal data in the employment context of Hungary. In the area of financial services, practitioners from five jurisdictions deal with fiduciary duty, the European Commission's proposed Directive on Alternative Investment Fund Managers, Swiss disclosure rules on significant shareholdings, restructuring and refinancing routes for mortgage-secured debt in Spain, and insurance laws and regulations in Nigeria. Foreign investment is examined by two authors, reporting on 2008 and 2009 developments in investment treaty disputes and foreign investment in Indonesia. Intellectual property issues are reviewed in chapters relating to the use of intellectual property as collateral in secured financing and intellectual property licensing in Canada. Finally, lawyers treaty a variety of other issues, including the tax law of Liechtenstein, European Union-Israel trade in the automobile sector, insolvency risk and creditors' rights in Peru, the modernizing of trust law in Hong Kong and bridging cultural differences in international Transactions.

Author : Hideki Kanda,Charles Mooney,Luc Thevenoz,Stephane Beraud,Thomas Keijser
Publisher : OUP Oxford
Page : 401 pages
File Size : 45,5 Mb
Release : 2012-03-08
Category : Law
ISBN : 9780191630774

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Official Commentary on the UNIDROIT Convention on Substantive Rules for Intermediated Securities by Hideki Kanda,Charles Mooney,Luc Thevenoz,Stephane Beraud,Thomas Keijser Pdf

This authoritative guide to the Geneva Securities Convention is the first and only UNIDROIT backed analysis of the content of the international treaty. It streamlines the otherwise complicated and numerous transactions of intermediated securities providing easy access for practitioners and scholars in the field. The Commentary is written by participants to the negotiations and discussions which resulted in the final version of the treaty. The Geneva Securities Convention was developed as a result of the change in the way that securities are held and highlights the position of intermediated securities at the core of the international financial system. The Convention includes key provisions for governing intermediated securities designed to harmonise domestic law and clarify points of difficulty. The general introduction to the commentary sets out the reasons for developing the Convention and the principal concepts underlying its development. The main part of the commentary follows the structure of the Convention and is arranged on an article-by-article basis. The treatment of each article is subdivided into three main parts: An introduction explaining the main goal of that article; a section setting out the genesis of the provision during intergovernmental negotiation; and a part discussing in depth the application of the provision with reference to practical examples. The Convention is a highly complex instrument and the commentary provides much-needed guidance to the application and interpretation of its provisions. This is a must-have reference for lawyers and scholars interested in financial law, as well as securities intermediaries, clearing houses, banks and government officials.

Author : Paul Davies,Paul Lyndon Davies,Klaus Hopt,Richard Nowak,Gerard van Solinge
Publisher : Oxford University Press
Page : 867 pages
File Size : 54,8 Mb
Release : 2013-11
Category : Business & Economics
ISBN : 9780198705154

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Corporate Boards in European Law by Paul Davies,Paul Lyndon Davies,Klaus Hopt,Richard Nowak,Gerard van Solinge Pdf

This book analyses corporate boards; their regulation in law and codes, and their actual operation in ten European countries in a functional and comparative method. Issues addressed include: board structure, composition and functioning, enforcement by liability rules, incentive structures and shareholder activism.

Author : Francis J. Aquila
Publisher : Unknown
Page : 0 pages
File Size : 42,5 Mb
Release : 2022
Category : Corporate governance
ISBN : 1804491012

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The Shareholder Rights and Activism Review by Francis J. Aquila Pdf