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Economy requires more stringent transparency rules on takeovers

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Der Hauptgeschäftsführer des BDI Werner Schnappauf will das 
heimliche Anschleichen bei der Übernahme von Unternehmen erschweren. 
Quelle: dpa

The Chief Executive of the BDI Werner Schnappauf wants to complicate the secret sneaking in the acquisition of companies. Source: Reuters

BERLIN. The economy requires the federal government legal action to complicate the secret sneaking in the acquisition of companies. "Given recent developments in the international and domestic takeover market to adjust the capital market transparency rules urgently needed," reads a letter from the Chief Executive of the Federation of German Industries (BDI), Werner Schnappauf, the Federal Ministries of Finance, Economy and Justice. Currently, it is possible entrants to build large stakes in target companies without having to disclose their level of access. In particular, certain swap transactions which are not reportable under applicable law, should be included in the securities trading and securities transfer law. The letter to the relevant Secretaries of State Joerg Asmussen, Bernhard Heitzer and Brigit Grundmann is before the Handelsblatt.

In the past two years were affected by several spectacular takeovers by secretly sneaking. Among other things, the Stuttgart carmaker Porsche had in his grasp after Volkswagen circumvent the existing rules in order not to have to report the proposed acquisition. Very surprisingly, Porsche had announced in October 2009, the proportion of Volkswagen increase to 75 percent. Had the necessary access to the Porsche’s shares will be first backed by so-called cash-gesettelte options. Porsche’s attack unleashed in parts of the financial sector strong criticism.

Porsche and Schaeffler as bad

Similar to 2008 already had the auto parts maker Schaeffler to Continental and financial services AWD at MLP happened. Subsequently, both the BDI were invited as well as several financial officers of Dax-30 company, the then Federal Government to eliminate the existing gaps in the statutory disclosure requirements of investors. The grand coalition has the issue but dragged on until general elections, and the black-yellow government there has been no initiative to change the transparency rules.

The economy fears that German companies could be precisely because of the serious consequences of economic and financial crisis victim of hostile takeovers. BDI Schnappauf Chief Executive pointed out that countries like the USA, Great Britain, Switzerland and France have long been enshrined in law more stringent disclosure requirements of financial instruments, and advocates a level playing field in financial markets.

To complicate matters sneaking to businesses, the trade association is proposing to follow the Swiss example, the introduction of a general legal norm, which covers both the legal, factual and economic opportunities of an investor access to shares or voting rights. "In order to remove as many incentives for evasion, should be waived on a final list of reportable financial instruments in the law," it says in the letter to the three ministries. In addition, calls for the BDI, which is currently unify different Eingangsmeldeschwellen in securities law at three percent. To further enhance transparency to the federal government should impose a permanent ban on uncovered short sales. Currently, these transactions are not subject to disclosure requirements. As a consequence of the financial crisis, the Financial Supervision BaFin had only uncovered short sales of certain bank and insurance stocks banned until end of 2010. Schnappauf calls to disclose the identity of the short seller and the volume.