Section 1: Takeover bids and public exchange offers

I. – In order to ensure shareholder equality and market transparency, the General Regulation of the Autorité des Marchés Financiers (AMF) sets the rules for public offers of financial instruments issued by a company whose registered office is in France and which are admitted to trading on a French regulated market. II. – These rules also apply to public offers for financial instruments issued by a company whose registered office…

The General Regulation of the Autorité des Marchés Financiers also sets the conditions under which, if more than three months have elapsed since the filing of a draft public offer for the securities of a company, the Autorité may, after first requesting the parties to submit their observations, set a final closing date for all public offers for the securities of the said company.

I. – If, at the close of a public offer referred to in this Section or in Section 2 of this Chapter, the person who filed the draft offer, acting alone or in concert within the meaning ofArticle L. 233-10 of the Commercial Code, does not hold a number of shares representing more than half of the capital or voting rights, the offer shall lapse automatically. The General Regulation of…

During a takeover bid, the measures whose implementation is likely to cause the bid to fail and the restrictions on the transfer of shares and voting rights are governed by Articles L. 233-32 to L. 233-40 of the French Commercial Code.