When Less Would Be More: The EU Takeover Directive in Its Latest Apparition

9 Colum. J. Eur. L. 275 (2003)

Jesper Lau Hansen. Dr. jur. & LLM, associate professor in financial market law at the University of Copenhagen Law Faculty, Institute of Legal Studies.

It is a balanced and reasonable text which steers clear of the pitfalls of extreme positions that could have consigned us to Dante’s’Inferno with no exit. In these words, Internal Market Commissioner Frits Bolkenstein introduced the latest proposal of the European Commission on a takeover directive on October 2nd, 2002. One does not have to be familiar with European lawmaking to appreciate the considerable controversy behind this document. Indeed, the proposal has already given the Commission its fair share of trouble and more trouble is guaranteed to lie ahead.

This paper will describe the background of the proposal and explore its various and most debated components. The proposal is considered by the European Commission key to the creation of a integrated EU capital market. This paper will argue, however, that the Commission would be wise to reconsider its ambitions in this area. Less is more, as the architect Mies van der Rohe said, and that goes for building the framework of the European financial market as well.