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Mr Edmund-Philipp Schuster CKK.6.30

This course is available on the Executive Master of Laws (ELLM). This course is not available as an outside option.

Available to Executive LLM students only. This course will be offered on the Executive LLM during the four year degree period. The Law School will not offer all Executive LLM courses every year, although some of the more popular courses may be offered in each year, or more than once each year. Please note that whilst it is the Law School's intention to offer all Executive LLM courses, its ability to do so will depend on the availability of the staff member in question. For more information please refer to the Law School website. 

There are no formal pre-requisites for this module.

In this module, we will explore the regulation of mergers, acquisitions and restructurings in Europe. We will focus on legal techniques for the combination and restructuring of business operations in Europe, with a particular focus on the legal issues arising in cross-border transactions in the EU.

There are a number of reasons for corporations wanting to restructure their operations or to make acquisitions. For instance, firms may want to acquire a strategically valuable firm or asset in order to improve the efficiency (and thus increase the value) of their business operations; they may want to implement a better governance structure, enabling them to manage their undertaking more effectively; or they may want to subject themselves to more favourable legal or tax rules – including choosing among different national corporate laws.

EU law offers a range of legal vehicles for achieving such aims, and it is these vehicles we will explore throughout the term. In particular, we will look at re-incorporations of EU companies based on the relevant Treaty provisions; takeovers of (listed) EU companies; domestic (“statutory”) mergers; de-mergers and spin-offs; cross-border mergers in the EU; and the European Company.

Content overview:

• The market for corporate control, corporate ownership structures and transaction structures for takeovers and restructurings in Europe

• European takeover regulation

• Domestic mergers

• Divisions & spin-offs

• Cross-border mergers