Comparative Takeover Regulation

'Wai Yee Wan and Umakanth Varottil have done an invaluable service by collecting a comparative study of Asian takeover law as well as a volume which examines the theoretical underpinnings of takeover law itself. The essays are practical while also providing a thorough and intelligent study of the variety of Asian takeover law. Practitioners will find this volume an invaluable resource while academics in this area will find that this is the 'must read' book for use in their research.' Steven Davidoff Solomon, University of California, Berkeley and The Deal Professor for The New York Times

'Comparative Takeover Regulation: Global and Asian Perspectives is a welcome addition to the study of comparative takeover regulation. The chapters in the collection are theoretically and empirically informed and clearly advance our understanding of takeover regulation in multiple Asian jurisdictions. In particular, the chapters in the collection provide a very useful analysis of the nature and operation of takeover regulation in the jurisdictions covered in the book, and provide real insight into varied drivers and effects of regulatory transplants in these jurisdictions. The chapters in the book will quickly find their way onto takeover regulation reading lists.' David Kershaw, London School of Economics and Political Science

'A pathfinding international collaboration on a map for the uncharted territory of takeover regulation in Asia, this book demonstrates comparative corporate law scholarship at its best, displaying, with a high degree of sensitivity and sophistication, the subtle interplay among law, politics and economics. It will surely serve as an indispensable stepping stone for those who aspire to grasp regulatory issues on takeovers in major Asian jurisdictions from a global and systematic perspective.' Kon Sik Kim, Professor and Dean Emeritus, Seoul National University School of Law

'This book is bound to become a standard reference for readers interested in comparative takeover regulation, as it provides a better understanding about M&A in Asia. It poses intriguing questions for scholars and practitioners, such as how Asian countries differ from their Western peers, and how transplantation has led to a wealth of variations. This fascinating volume addresses them by delineating the takeover dynamics in eight Asian jurisdictions, and provides us with a series of compelling answers. Through joint efforts, not only are nuances and evolutions explained convincingly, but also the legal origins analysis is put under reconsideration.' Guo Li, Professor and Vice Dean, Peking University Law School

'... destined to become both a useful reference source for practitioners and scholars who work in the area of takeover regulation, as well as a source of inspiration for further research in this increasingly important area of regulation in Asia.' Andrew Godwin, Australian Journal of Asian Law

Umakanth Varottil is an Associate Professor at the Faculty of Law, National University of Singapore. He specializes in corporate law and governance, mergers and acquisitions, and cross-border investments. While his work is generally comparative in nature, he focuses particularly on India and Singapore. He has co-authored two books on Singapore law and practice, published articles in international journals and founded the Indian Corporate Law personal website. Prior to his foray into academia, Umakanth was a partner at a pre-eminent law firm in India. Wai Yee Wan is Associate Professor of Law at Singapore Management University. Immediately prior to joining academia, she was a partner at a local law firm, where she practiced in the areas of mergers and acquisitions as well as equity capital markets. Her main areas of research are in mergers and acquisitions, corporate law and securities regulation. She has published widely in journals, including the Journal of Corporate Law Studies, the Journal of Business Law, Company and Securities Law Journal and Lloyds' Maritime and Commercial Law Quarterly. She has co-authored Mergers and Acquisitions in Singapore: Law and Practice (with Umakanth Varottil, 2013).

Part I. Theoretical and Empirical Understanding of Takeover Regulation: 1. Comparative takeover regulation: the background to connecting Asia and the West Umakanth Varottil and Wai Yee Wan; 2. Deal structure and minority shareholders Afra Afsharipour; 3. The transactional scope of takeover law in comparative perspective Paul Davies; 4. A comparative analysis of the regulation of squeeze outs and going private transactions Vikramaditya Khanna; 5. Assessing the performance of takeover panels: a comparative study Emma Armson; 6. The biases of an 'unbiased' optional takeovers regime: the mandatory bid threshold as a reverse drawbridge Johannes W. Fedderke and Marco Ventoruzzo; Part II. Asian Jurisdictions: 7. Takeover regulation in China: striking a balance between takeover contestability and shareholder protection Robin Hui Huang and Juan Chen; 8. The enigma of hostile takeovers in Japan: bidder beware Dan W. Puchniak and Masafumi Nakahigashi; 9. M&As in Korea: continuing concern for minority shareholders Hyeok-Joon Rho; 10. Takeover laws and practices in Taiwan: recent developments and future prospects Claire Te-fang Chu; 11. The nature of the market for corporate control in India Umakanth Varottil; 12. Evolutionary development in Hong Kong of transplanted UK-origin takeover rules David C. Donald; 13. Legal transplantation of UK-style takeover regulation in Singapore Wai Yee Wan; 14. The regulation of takeovers and mergers in Malaysia Mushera Ambaras Khan; 15. Concluding observations and the future of comparative takeover regulation Umakanth Varottil and Wai Yee Wan.