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Full-Text Articles in Business Organizations Law

Ec Merger Control In The 1990s: An Overview Of The Draft Regulation, Frank L. Fine Jan 1989

Ec Merger Control In The 1990s: An Overview Of The Draft Regulation, Frank L. Fine

Northwestern Journal of International Law & Business

The wave of mergers and acquisitions experienced during the last several years in the United States is now on its way to Europe. The Commission of the European Communities ('Commission') recently reported that cross-border mergers and stock purchases of majority shareholdings in the European Community ('EC' or 'Community') have surged from 29 in 1983-1984 to 52 in 1985-1986. Acquisitions by non-EC companies, particularly United States and Japanese firms, are also likely to increase dramatically. The Community has become a field ripe for merger activity largely because both European and non-European companies are keen to position themselves in anticipation of '1992,' …


The Bigness Mystique And The Merger Policy Debate: A Comment From West Germany, Ingo L.O. Schmidt Jan 1989

The Bigness Mystique And The Merger Policy Debate: A Comment From West Germany, Ingo L.O. Schmidt

Northwestern Journal of International Law & Business

After eight years of an antitrust policy dominated by the principles of the Chicago School, which is better characterized as a protrust merger policy, the United States and the European Community are confronted with a new wave of mergers. The arguments for mergers are the same as in the 1960s: merger-induced bigness promotes international competition, efficiency, and technological progress. In this context, Adams and Brock in their excellent analysis ask the right questions. But did merger-induced corporate giantism provide salvation for European industry? Did it provide world-class competitiveness? Was it a success and a model of industrial policy worthy of …


Towards A European Company Law, Dominique Carreau, William L. Lee Jan 1989

Towards A European Company Law, Dominique Carreau, William L. Lee

Northwestern Journal of International Law & Business

The prospect of creating a genuine "European" company law was raised as early as 1959, just two years after the signing of the Treaty of Rome establishing the European Economic Community. Curiously, the initiative was taken by practitioners and scholars and not by the business community, which expressed little interest in such an innovation at that time. The first steps were taken by the French Notaries Public who, at their 57th Annual Congress, suggested that it might be desirable "to adopt, by means of an international convention, a comprehensive company law, probably restricted to societes anonymes (large, publicly held [French] …


Problem Of Mergers, H.W. De Jong Jan 1989

Problem Of Mergers, H.W. De Jong

Northwestern Journal of International Law & Business

Mergers and takeovers are again the order of the day. In North America, Europe, Australia, Africa and East Asia, firms try to combine, to take over, and to cooperate in joint-ventures. The combination phenomenon has risen spectacularly during the past few years. The European Community Competition Policy Reports also document an appreciable rise in acquisitions of minority holdings and in joint ventures, both of which have more than doubled during the past six years. This evidence, which could easily be multiplied, points towards one general characteristic of the merger and takeover phenomenon: mergers, takeovers and other combinations occur in waves, …