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Poison pills

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In some countries, it is common practice for companies to have “poison pills”, which are designed to make hostile takeovers more difficult. Typically, this might mean that once a shareholder acquires as much as 15% of the voting shares in a company, all the other shareholders are able to buy new shares at a big discount to the stock market price. Poison pills have been upheld by the Supreme Court of Delaware until recently but this may be beginning to change. They also occur in Japan.

In recent years the idea of “chewable pills” has grown in favour. These are poison pills with features to make them more acceptable to shareholders, such as shorter lifespans or a triennial review of poison pills by independent directors.

Corporate Actions - A Concise Guide

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