The proposed Act on Takeover Bids was approved by the Czech Chamber of Deputies at the beginning of February this year. This is almost two years since the implementation period within which the member states of the European Union (EU) are obliged to implement the Directive 2004/25/ES on takeover bids expired. The fact that only five member states managed to implement the Directive within the implementation period may indicate the complexity of this area of the law.
The Czech Act on Takeover Bids will regulate takeover bids of securities issued by companies that are incorporated in the Czech Republic and that are admitted for trading on the regulated market in the Czech Republic and/or eventually admitted to trade on the regulated market in one or more other member states of the EU, to the extent of allowing control of the target company. The Takeover Act applies to listed securities with and without voting rights. In addition to the Takeover Act, the amended Commercial Code will contain general provisions on takeover bids relating to both listed securities and securities which have not been admitted to trading on the regulated market.
