In business, a takeover is the purchase of one company by another. In the UK, the term refers to the acquisition of a public company whose shares are listed on a stock exchange, in contrast to the acquisition of a private company.
Friends' Provident Insurance was a banking institution founded in 1832 to serve the needs of the Society of Friends (Quakers). Based in Bradford, Yorkshire, it concentrated on sickness and annuity policies until its life fund acquired Century Insurance in 1918, expanding into general insurance. The restriction to Quaker membership was an increasing constraint but the ties were substantially reduced by the Friends' Provident Institution Act 1915. Although Century's branch network enabled FPI to expand, the periodic underwriting losses strained the life fund's capital base and Century was sold in 1975. In the year 2000, Friends Provident demutualised and listed on the FT100 Index. After abortive takeover negotiations, Friends accepted a takeover bid from Resolution Limited in 2009.
The Australian Securities and Investments Commission (ASIC) is an independent commission of the Australian Government tasked as the national corporate regulator. ASIC's role is to regulate company and financial services and enforce laws to protect Australian consumers, investors and creditors. ASIC was established on 1 July 1998 following recommendations from the Wallis Inquiry. ASIC's authority and scope are determined by the Australian Securities and Investments Commission Act 2001.
The Committee on Foreign Investment in the United States is an inter-agency committee of the United States government which reviews the national security implications of foreign investments in U.S. companies or operations, using classified information from the United States Intelligence Community.
The Corporations Act 2001 (Cth) is an Act of the Parliament of Australia, which sets out the laws dealing with business entities in the Commonwealth of Australia. The company is the Act's primary focus, but other entities, such as partnerships and managed investment schemes, are also regulated. The Act is the foundational basis of Australian corporate law, with every Australian state having adopted the Act as required by the Australian Constitution.
Solomon Lew is an Australian businessman. His principal commercial activities involve importing apparel, toys and other goods into Australia from China and investments, mainly in retail companies.
Michael Robert Hamilton Holmes à Court was a South African-born Australian businessman who became Australia's first billionaire, before dying suddenly of heart failure in 1990 at the age of 53.
The Panel on Takeovers and Mergers, or more commonly The Takeover Panel, is the United Kingdom's regulatory body charged with the administration of The Takeover Code.
A squeeze-out or squeezeout, sometimes synonymous with freeze-out, is the compulsory sale of the shares of minority shareholders of a joint-stock company for which they receive a fair cash compensation.
Robert James Champion de Crespigny, AC is a multi-millionaire Australian businessman and founder of Normandy Mining. Currently estimated with his ownership in PBE and Rutherford corporations his net worth is near 1B. In 2004 his personal wealth was approximately $170 million. He has held numerous influential positions in corporate and public life, including serving as chancellor of the University of Adelaide (2000-2004) and chair of the South Australian Economic Development Board (2002-2006). As of 2014, he continues to advise the Government of South Australia through his role on the South Australian Minerals & Petroleum Expert Group (SAMPEG) for the Department of State Development. He currently resides in the United Kingdom.
Airline Partners Australia (APA) is a consortium that made a A$5.45 per share takeover offer for Australian airline Qantas in December 2006. The takeover offer received the endorsement of the Qantas board in the absence of a better offer, however the proposed takeover failed to gain the required level of shareholder support, despite the extension of deadlines and reduction in requirements for acceptance.
R v Panel on Take-overs and Mergers; Ex parte Datafin plc [1987] QB 815 is a UK constitutional law, company law and administrative law case of the Court of Appeal. It extended the scope of judicial review in English law to private bodies exercising public functions. Before Datafin, only bodies established by statute could be judicially reviewed, while private bodies could only be sued for their actions in contract or tort law.
A scheme of arrangement is a court-approved agreement between a company and its shareholders or creditors. It may affect mergers and amalgamations and may alter shareholder or creditor rights.
The United Kingdom company law regulates corporations formed under the Companies Act 2006. Also governed by the Insolvency Act 1986, the UK Corporate Governance Code, European Union Directives and court cases, the company is the primary legal vehicle to organise and run business. Tracing their modern history to the late Industrial Revolution, public companies now employ more people and generate more of wealth in the United Kingdom economy than any other form of organisation. The United Kingdom was the first country to draft modern corporation statutes, where through a simple registration procedure any investors could incorporate, limit liability to their commercial creditors in the event of business insolvency, and where management was delegated to a centralised board of directors. An influential model within Europe, the Commonwealth and as an international standard setter, UK law has always given people broad freedom to design the internal company rules, so long as the mandatory minimum rights of investors under its legislation are complied with.
Perpetual is an Australian investment fund and trustee group in the S&P/ASX 200. The company provides investment products, financial advice, philanthropic and corporate services to individuals, families, financial advisers and organisations.
Directors' duties are a series of statutory, common law and equitable obligations owed primarily by members of the board of directors to the corporation that employs them. It is a central part of corporate law and corporate governance. Directors' duties are analogous to duties owed by trustees to beneficiaries, and by agents to principals.
Australian corporations law has historically borrowed heavily from UK company law. Its legal structure now consists of a single, national statute, the Corporations Act 2001. The statute is administered by a single national regulatory authority, the Australian Securities & Investments Commission (ASIC).
The Investment Canada Act (ICA) is a Canadian federal law governing large foreign direct investment in Canada. The ICA was one of the first acts of Brian Mulroney's newly elected Progressive Conservative government, receiving royal assent on 20 June 1985. It has been amended at various times, including recently the Economic Action Plan 2013 Act. Pertinent regulations include the Investment Canada Regulations, SOR/85-611. The Act empowers the government to forbid foreign investments of "significant" size if they do not present a "net benefit to Canada." As of 2017, Canadian policy is to consider over $1 billion "significant." The determination of what substantially constitutes the locus of control of a corporation is governed by the Canadian Ownership and Control Determination Act.
Canadian corporate law concerns the operation of corporations in Canada, which can be established under either federal or provincial authority.
Simon Mordant is an Australian-based investment banker, art collector, and philanthropist. He started his career as an investment banker, before specializing in M&A. He co-founded Caliburn Partnership before it was acquired by Greenhill & Co. in 2010. He remained at Greenhill Australia for four years, leaving in 2014. In 2015, he co-founded Luminis Partners.
