The Takeover Bids Directive: An Opportunity for Europe or simply a Compromise?

In the article I analyse the more contentious part of the Directive, which provides for an extensive and innovative regulation of anti-takeover defences. In particular, I will assess whether the framework of the Directive corresponds to substantial uniformity across Europe, or is rendered vain by the flexibility granted by the Directive itself (by the optional arrangements). The analysis is aimed at assessing to what extent the non-frustrating rules hinder or enhance the goals stated by the Directive (contestability of corporate control). The conclusion is that the theoretical model implied by the Directive can actually induce the optimum transposition where Member States and companies find incentives to apply the rules on defences against takeover provided by the European law.