Minority shareholders should have more rights in takeovers: investors
The position of minority shareholders in Dutch companies needs to be strengthened, Dutch institutional investors have told the NRC.
Currently a corporate takeover bid can be declared binding if the buyer has 50.01% of the shares, but this should be raised to 80%, pension fund group APG, asset manager Kempen & Co and the Eurmedion investors’ lobby group argue.
Their comments follow the recent takeover of textile and artificial turf maker TenCate in which, they claim, minority shareholders were forced to agree to a bid which they considered to be too low.
In law, shareholders can only be forced to hand over their shares if the new owner acquires 95% of the company. However, all three organisations say that in practice much lower percentages have become the norm, thanks to a range of legal devices.
Eumedion said five of the 24 takeovers of Dutch listed companies since 2009 involved abusing the rights of minority shareholders. In the takeovers of Versatel, printer maker Océ, animal feed group Nutreco and pharmacy supplier Mediq legal tricks were also used to bypass the rights of minority shareholders, Eumedion says.
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