Forum

Executive Summary/Highlights: New regulations overhaul the Indian takeover regime, increase transparency, and represent a significant improvement. One of the key changes is the new principle-based treatment accorded to “indirect” acquisitions, where a substantial acquisition of shares, voting rights or control of a target company occurs indirectly through the acquisition of shares or control of an … Continued

Executive Summary/Highlights: Global M&A volume in Q3 was relatively sluggish at US$507 billion, marking the second consecutive quarterly decline, but aggregate global volume for 2011 year-to-date is still 4% higher than volume for the first three quarters of 2010. Cross-border transactions have rebounded somewhat since 2009, with 36% of 2011 global M&A involving an acquirer … Continued

Executive Summary: The European Commission recently issued clearance under the merger control rules for the proposed joint venture between DSM and Sinochem. The Commission considered the question of whether all Chinese State-Owned Enterprises (so called “SOEs”) should be considered a single economic entity, but left the question open for future determination after concluding that even … Continued

Executive Summary/Highlights: An August 2010 legal opinion of the Federal Attorney-General of Brazil (Advocacia Geral da União) extended the Brazilian law that restricts the acquisition of rural land by foreigners to apply also to acquisitions of land by Brazilian companies controlled by foreigners. As a result, cross-border change of control transactions involving Brazilian companies that … Continued

How China Reset Its Global Acquisition Agenda, by Peter J. Williamson and Anand P. Raman Executive Summary/Highlights: The first wave of cross-border takeovers by Chinese companies, between 2000 and 2007, was unsuccessful because of a number of strategic and tactical mistakes, including pursuit of inexpensive deals and troubled companies that were difficult to turn around; … Continued

Executive Summary/Highlights: As at June 2011, overall M&A activity in Singapore was up 40.8 per cent to US$23.3 billion, making it the busiest half-year opening since 2008. The rise has been driven by various factors, not least the amount of capital funds flowing into South-East Asia. Singapore recently liberalized its banking regulations to allows banks … Continued

Executive summary: The recent acquisition of Parmalat — one of the biggest Italian listed companies — by the French dairy group Lactalis, caused a huge debate in the financial and political communities in Italy. Lactalis’ bid was initially met with stiff Italian resistance, including encouragement of potential local “white knights,” issuance of an emergency decree … Continued

Executive Summary/Highlights: On 25 August 2011, the Ministry of Commerce (MOFCOM) released the MOFCOM Rules for Implementation of Relevant Issues regarding National Security Review Mechanism for Mergers and Acquisitions of Domestic Enterprises by Foreign Investors (NSR Rules). One of the key provisions states that foreign investors shall not evade the NSR regime via alternative transaction … Continued

Executive summary: A revised edition of the UK Takeover Code took effect on 19 September 2011. The revisions were prompted by Kraft’s hostile takeover of Cadbury in 2010, which triggered debate about the weak position of UK target companies. The revised Code introduces rules to strengthen the target’s position, namely an enforced “put up or … Continued

The XBMA Forum is sponsored by the International Institute for the Study of Cross-Border Investment and M&A (XBMA), a joint venture between the Guanghua School of Management at Peking University, the Stern School of Business at New York University, and Judge Business School at the University of Cambridge.   The XBMA Institute seeks to promote … Continued