Stop Sale Dutch companies
Sale of Dutch companies must be halted. Listed companies should better be able to guard against hostile takeovers. That requires employers' organization VNO-NCW Thursday in an urgent plea to the negotiators for the formation of a new cabinet.
The letter says employers fire foreman Hans de Boer, the Dutch government must 'adjust' 'to provide legal basis' so that the companies can defend themselves better against unwanted bids. "Without thereby want to sit on the seat of the company," the lobbyist expressly warns in his letter to informant Edith Schippers with a copy to the outgoing Ministers of Economic Affairs Henk Kamp and Finance Jeroen Dijsselbloem.
'Adequate response'
"Our country should not be a passive spectator at a sale process that leads to structural impoverishment of the Netherlands", said De Boer. The immediate reason for concern are the recent bids called crown jewels of Dutch companies like Unilever, Akzo Nobel and TNT.
VNO-NCW wants all Dutch companies have the right 'to seek adequate response to a hostile takeover' a. Also it must be possible in "situations where an activist shareholder acts contrary to the long-term strategy."
This idea corresponds to the plea by Jan Hommen, ING old and KPMG CEO and current Supervisory Board of Ahold, Delhaize, earlier this week in the FD. He argues for a "cooling-off period" of at least one year in the event of an unsolicited bid to take the 'breathlessness' way. During this respite, a company must consider whether the interests of all stakeholders are best served by such a bid.
VNO-NCW also wants the right of reflection included in the newly revised Corporate Governance Code, the code of good corporate governance. As a result, it can be anchored in the law.
Preference shares
In addition to a cooling-off period, the legislator should allow companies issue preferred shares when a hostile takeover occurs, employers find. "Among the specific condition of temporality, reasonableness and proportionality", says Hans de Boer. "This is largely and have a thorough assessment lead to a clear conclusion.
Several listed companies have indeed ready defensive, but they are temporary. Foundations whose preference or priority shares issued may therefore delay a hostile takeover. But it is not possible such structures to rig constant pede when threatening a hostile takeover.
"Self-control protection '
De Boer argued early in the FD this month for more opportunities for companies to defend themselves against predators. When the employers' organization seemed to think a legal obligation for listed companies to have defensive stand ready.
Last week, Minister Kamp clearly there to feel anything. "It's not as if such a thing happens once the basis of an action plan from the Dutch government," Kamp said request. "Companies are primarily about their own protection."
Disagreement within government
Within the caretaker government is unanimity about but hard to find. Minister Dijsselbloem hopes indeed that his colleagues still make a proposal during the formation period for a plan. During the election campaign, he criticized foreign attackers who like "vultures and hyenas waiting to destroy your business.
Also Eumedion, the dome of institutional investors in Dutch companies, however, has major objections to more interference from politicians. According to the representative listed companies have sufficient capabilities to protect itself against a takeover. "Only very exceptionally, we see a role for government," says director Rients Abma in FDI last week. "Namely, when the national security or public order is threatened."
Discriminatory
According to VNO-NCW, the position of the Dutch business community is affected by unfavorable conditions on the world market. First, the ECB's monetary policy creates an artificially low euro which Dutch companies are inexpensive to acquire.
Second come the companies on acquisition trail are from countries who shut their borders to international investment.
And finally fears that US companies make targeted acquisitions in the Netherlands is to move manufacturing operations to the United States