Brussels, 25/02/2003 (Agence Europe) - The European Parliament's rapporteur on the directive on take-over bids, Klaus-Heiner Lehne (CDU), has announced that he will be presenting a new version of his draft report in March, in order to include possible compromises with the Council and Commission.
In particular, this draft report will reintroduce the outlawing of "multiple voting rights" associated with various shares, which are widely used in Scandinavia, but have been abolished in Germany especially. "Another option" which "seems now to be losing ground in the Council", could be to scrap Articles 9 and 11 obliging a company's board of directors to seek the agreement of shareholders before adopting defensive measures against a hostile take-over bid, and defining the rules allowing restrictions on a bid to be lifted.
In this eventuality, these two points would continue to comply with national law.
If it is decided that multiple voting rights should be banned, the rapporteur plans to put in place compensation of 10-20% of the share's market value, as recommended by an expert report submitted to the Parliament, and also to allow Member States to set the rules governing compensation.
The report should also take position on issues related to the rules that apply when a bidding company holds a majority share of the capital: preference shares, privileged shares held by a private shareholder (private golden share), and certificates used in certain Dutch companies.
Exceptions could be envisaged here, stated Klaus-Heiner Lehne, particularly for "double voting rights" in France, or for start-ups in the first two or three years of floatation. The rapporteur also plans to introduce an Article covering reciprocity with third countries, particularly the US, to ensure honest competition on both sides of the Atlantic.