The takeover of companies in the light of deficiencies in Maltese regulation

Abstract

After introducing the concept of a takeover, offering a definition this thesis goes on to set forth the causes and the level of control necessary to takeover a company. The latter is essential for a proper understanding of how a takeover works. This then leads on to a discussion on the various methods an offerer can adopt in order to takeover another company. These methods should be kept in mind when trying to devise regulations to govern the takeover regime. In regulating a takeover one must consider the various procedures that can be adopted by an offerer to take over a company. Chapter 3 deals with these procedures in detail, detailing both the procedures available to the offerer and the defences available to the directors of the company subjected to a takeover bid. It is clear that not every theory open to an offerer and a target were considered, however I have attempted to portray as wide a range of procedures as possible in order to establish many available options. When proposing legislative and regulatory reforms, these various procedures also have to be kept in mind. Chapter 4 offers a concise exposition of the salient features of a takeover in the United Kingdom, France and Germany, these being the countries with the most striking takeover regulations. Having established the methods, procedures and comparative regulations adopted one has a clearer picture and is in a better position to propose solutions to takeover regulations in Malta. In Chapter 5, I propose the enactment of specific regulations, as a solution to the current deficiencies in Maltese regulation. The conclusion suggests that the current situation, where no specific regulations exist, is an unfortunate one and specific regulations should be proposed as a very minimum to regulate a takeover.