Negative Implications of Greater Access to the Courts in the Takeover Process

IF 1.3 Q1 LAW European Company and Financial Law Review Pub Date : 2023-04-01 DOI:10.1515/ecfr-2023-0018

Jonathan Mukwiri

引用次数: 0

Abstract

Abstract 358 Recent judgments of the Court of Justice of the European Union involving Austria and Italy raises the question of whether greater access to the courts makes ineffective the duty of supervisory authorities in enforcing the mandatory bid rule. This question is discussed in the context of provisions in the Takeover Bid Directive that enables Member States to avoid disruptive greater access to the courts. The overarching argument advanced in this article is that a system of takeover regulation that provides parties the ability to challenge regulatory decisions in courts is bound to cause delays and uncertainty in the takeover process. In the UK, the Takeover Bid Directive was implemented in a way that limits greater access to the courts for parties that are required to comply with the ruling of the supervisory authority. The article suggest that the UK approach may provide a benchmark for reform in EU countries. 359

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在收购过程中更多诉诸法院的负面影响

摘要358欧盟法院最近对奥地利和意大利的判决提出了一个问题，即更多地诉诸法院是否会使监管当局在执行强制性投标规则方面的职责失效。这一问题是根据《收购投标指令》中的规定来讨论的，这些规定使会员国能够避免更多地诉诸法院，造成破坏。本文提出的主要论点是，为当事人提供在法院挑战监管决定的能力的收购监管制度必然会导致收购过程中的延迟和不确定性。在英国，《收购投标指令》的实施方式限制了被要求遵守监管机构裁决的各方更多地诉诸法院。文章认为，英国的做法可能为欧盟国家的改革提供一个基准。359

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来源期刊

European Company and Financial Law Review LAW-

CiteScore

1.00

自引率

16.70%

发文量

期刊介绍： In legislation and in case law, European law has become a steadily more dominant factor in determining national European company laws. The “European Company”, the forthcoming “European Private Company” as well as the Regulation on the Application of International Financial Reporting Standards (“IFRS Regulation”) have accelerated this development even more. The discussion, however, is still mired in individual nations. This is true for the academic field and – even still – for many practitioners. The journal intends to overcome this handicap by sparking a debate across Europe on drafting and application of European company law. It integrates the European company law component previously published as part of the Zeitschrift für Unternehmens- und Gesellschaftsrecht (ZGR), on of the leading German law reviews specialized in the field of company and capital market law. It aims at universities, law makers on both the European and national levels, courts, lawyers, banks and other financial service institutions, in house counsels, accountants and notaries who draft or work with European company law. The journal focuses on all areas of European company law and the financing of companies and business entities. This includes the law of capital markets as well as the law of accounting and auditing and company law related issues of insolvency law. Finally it serves as a platform for the discussion of theoretical questions such as the economic analysis of company law. It consists of articles and case notes on both decisions of the European courts as well as of national courts insofar as they have implications on European company law.