Why prohibiting creeping takeovers would not be such a good idea

Article


Mayanja, James. 2014. "Why prohibiting creeping takeovers would not be such a good idea." Australian Journal of Corporate Law. 29 (3), pp. 322-341.
Article Title

Why prohibiting creeping takeovers would not be such a good idea

ERA Journal ID37186
Article CategoryArticle
Authors
AuthorMayanja, James
Journal TitleAustralian Journal of Corporate Law
Journal Citation29 (3), pp. 322-341
Number of Pages20
Year2014
PublisherLexisNexis Butterworths
Place of PublicationChatswood, NS
ISSN1037-4124
Web Address (URL)http://www.lexisnexis.com.au
Abstract

Takeover transactions play a pre-eminent role in promoting shareholder and social welfare. They assist to assure the quality of corporate management, promote the efficient allocation of resources within industries and enhance shareholder wealth. Given this, the law governing takeover activity would serve the interests of shareholders and the economic order of society in general better if it had as its prime objective to encourage significant amounts of that activity. However, of late calls have been made to restrict the use of creeping takeovers, one of the presently recognised methods of effecting corporate control transactions. These entreaties, if heeded are apt to lead to unfortunate consequences. The creeping takeover method affords potential acquirers the real benefit of gradually gaining the desired level of control of a company through the purchase of shares on the market at favourable prices or from the holders of strategic blocs at their reservation prices, instead of making a formal takeover offer to all shareholders. Blocking creeping takeovers is thus liable to unnecessarily raise the cost of takeovers, in the process making it less attractive for prospective acquirers to attempt acquisitions. Ultimately, this is prone to lead to a diminution in the level of takeover activity. A reduction in takeover activity can only serve to deny shareholders and society as a whole the positive effects of that activity. This is undesirable. It is bound to hurt shareholder and social welfare and in the end leave every one worse off. For this reason, policy makers should be very loath to adopt measures that have the potential to reduce the incidence, or success of creeping takeover bids. To the extent they tend to promote more takeover activity, thereby enhancing shareholder and social welfare, creeping takeovers should be encouraged rather than obstructed.

Keywordstakeovers; creeping takeovers; shareholder welfare; social welfare
ANZSRC Field of Research 2020480103. Corporations and associations law
Public Notes

Files associated with this item cannot be displayed due to copyright restrictions.

Byline AffiliationsSchool of Law and Justice
Institution of OriginUniversity of Southern Queensland
Permalink -

https://research.usq.edu.au/item/q2qww/why-prohibiting-creeping-takeovers-would-not-be-such-a-good-idea

  • 1928
    total views
  • 13
    total downloads
  • 2
    views this month
  • 0
    downloads this month

Export as

Related outputs

Of remedies, access to justice, the enforcement of private law and judicial efficiency: the need for a damages claims grouping procedure in all Australian jurisdictions
Mayanja, James. 2016. "Of remedies, access to justice, the enforcement of private law and judicial efficiency: the need for a damages claims grouping procedure in all Australian jurisdictions." Australian Bar Review. 43, pp. 347-362.
Clarifying the object of directors’ endeavours: what Australia can learn from the United Kingdom
Mayanja, James. 2014. "Clarifying the object of directors’ endeavours: what Australia can learn from the United Kingdom." University of New South Wales Law Journal. 37 (3), pp. 874-913.
Restricting foreign acquisitions of Australian enterprises: who benefits?
Mayanja, James. 2012. "Restricting foreign acquisitions of Australian enterprises: who benefits?" Australian Business Law Review. 40 (6), pp. 398-409.
Understanding company law by P Lipton and A Herzberg
Mayanja, James. 2002. "Understanding company law by P Lipton and A Herzberg." Insolvency Law Journal. 10, p. 75.
Enhancing private enforcement of Australia's corporate continuous disclosure regime: why unshackling litigation funders makes eminent sense
Mayanja, James. 2010. "Enhancing private enforcement of Australia's corporate continuous disclosure regime: why unshackling litigation funders makes eminent sense." Australian Journal of Corporate Law. 25 (1), pp. 48-69.
The proper role of shareholders in the decision-making processes of modern large Australian public companies
Mayanja, James. 2009. "The proper role of shareholders in the decision-making processes of modern large Australian public companies." Australian Journal of Corporate Law. 24 (1), pp. 9-32.
Promoting enhanced enforcement of directors' fiduciary obligations: the promise of public law sanctions
Mayanja, James. 2007. "Promoting enhanced enforcement of directors' fiduciary obligations: the promise of public law sanctions." Australian Journal of Corporate Law. 20 (2), pp. 157-182.
Reforming Australia's takeover defence laws: what role for target directors? A reply and extension
Mayanja, James. 1999. "Reforming Australia's takeover defence laws: what role for target directors? A reply and extension." Australian Journal of Corporate Law. 10 (2), pp. 162-191.
Directors' duties, business judgment & takeover defences: agenda for reform
Mayanja, James. 1997. "Directors' duties, business judgment & takeover defences: agenda for reform." Corporate and Business Law Journal. 10 (1), pp. 39-67.
Takeover control under the Trade Practices Act: Towards a more efficient and competitive corporate Australia
Mayanja, James. 1998. "Takeover control under the Trade Practices Act: Towards a more efficient and competitive corporate Australia." Trade Practices Law Journal. 6 (1), pp. 33-45.
Enforcing the director's statutory duty to act honestly
Mayanja, James. 1997. "Enforcing the director's statutory duty to act honestly." Australian Journal of Corporate Law. 7 (2), pp. 268-274.
The equal opportunity principle in Australian takeover law and practice: time for review?
Mayanja, James. 2000. "The equal opportunity principle in Australian takeover law and practice: time for review?" Australian Journal of Corporate Law. 12 (1), pp. 1-19.
No-shop, no-talk and break-up fee agreements in merger and takeover transactions: the case for a fresh regulatory approach
Mayanja, James. 2002. "No-shop, no-talk and break-up fee agreements in merger and takeover transactions: the case for a fresh regulatory approach." Australian Journal of Corporate Law. 14 (1), pp. 1-25.
A mandatory bid rule for Australia: an idea whose time has come
Mayanja, James. 2004. "A mandatory bid rule for Australia: an idea whose time has come." Australian Journal of Corporate Law. 16 (3), pp. 205-227.