Friday October 25 2013

News Source: Global Disclosures

Focus: Takeover and Acquisition

Type: General

Country: France




A law proposing amendments to France takeovers provisions has moved to the Senate for approval. A vote in the National Assembly took place at the start of October, which introduced some changes to the original proposals.

Among the proposed changes are the following:

  • the introduction of a sunset clause for mandatory and voluntary bids set at 50%.
  • proposed modification to the “speeding” rules on mandatory bids so natural or legal persons, acting alone or in concert, who directly or indirectly hold between 30% and one-half of the total number of equity securities or voting rights of a company who, within a period of less than twelve consecutive months, increase such holding by at least 1% of the company`s total equity securities or voting rights (currently set at 2%) shall launch a bid. Shareholders who purchased at least 1% of the shares carrying voting rights during the 12 consecutive months prior to the entry into force of the law shall not be subject to the obligation to make a takeover offer. In return, it is proposed that they cannot increase their detention for one year after the entry into force of the law without declaring it to the AMF and make an offer. It is proposed to run the starting point of the period of 12 consecutive months on the filing date of the amendment on speeding or July 17, 2013.
  • involvement of employees in the takeover process – granting of greater role to works councils to appoint an expert and commission the expert to report on the offer; granting works councils the right to meet with the bidder in the week following the announcement of an offer; amendments to the procedure of consultation with the works council (the consultation should take place within one month of the filing of the proposed bid and before the board of directors or supervisory board`s vote on the transaction).

As yet a date has not been assigned for discussion of the legislation in the Senate.

Click on the above link for the draft legislation (in French).