The Takeover Directive - A Mini-Directive on the Structure of the Corporation

Résumé du livre

This article introduces Artt. 10 and 14 of the Takeover Directive. It shows that the underlying model of the directive is one share one vote and that particularly the disclosure requirements may be perceived as quot;soft harmonisationquot; through the back door. Further, it raises the question whether the German model of co-determination and dual board structure might, notwithstanding the quot;without prejudicequot; rule in Art 14, be in conflict with the basic freedoms. Finally it deals with the proper sanctions of non-disclosure.