The issues confronting the Securities and Exchange Commission, the
courts, Congress, and securities and corporate lawyers regarding
tender offers are examined in this timely collection of
commentaries. New data is introduced on how to regulate tender
offers and proxy contests for control of publicly held companies.
In addition, the constitutional dimensions of state anti-takeover
statutes, target managements's conduct in fending off hostile
bidders, the SEC's advisory committee report of recommendations on
tender offers and SEC tender offer rules are reviewed. Insider
trading in the tender offer context and proposals for tender offer
reform are also explored. Readers will learn what states are doing
to regulate takeovers and what inside counsels should suggest when
their firms become targets. They will also discover how target
management's conduct is viewed and where further regulation will be
most likely to occur.
General
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