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Boliga Gruppen A/S

Minority shareholders win legal proceedings concerning a mandatory takeover bid

 

Case

Minority shareholders win legal proceedings concerning a mandatory takeover bid

Accura has litigated and won the first Danish legal proceedings concerning a mandatory takeover bid before the Maritime and Commercial High Court.

The issue of the proceedings was whether several majority shareholders in Boliga Gruppen A/S (previously Euroinvestor.com A/S) had failed to comply with the provisions of section 31 of the then applicable Danish Securities Trading Act by not presenting a mandatory takeover bid to the other shareholders in connection with the majority shareholders having obtained a controlling interest in Boliga Gruppen A/S through several share transfers.

The Maritime and Commercial High Court found that a change of control of Boliga Gruppen A/S occurred in connection with the share transfers. In continuation thereof, the majority of the judges found that the majority shareholders were still under a duty to present a mandatory takeover bid to the shareholders in Boliga Gruppen A/S, including the minority shareholders represented by Accura. The Maritime and Commercial High Court also held that “generally, any entitled shareholder may raise a claim concerning a duty to make a general offer, irrespective of whether such duty, due to its general nature, will also affect other minority shareholders.”

In continuation of the Maritime and Commercial High Court’s judgment, a mandatory takeover bid has been presented to the minority shareholders.

Read more about the legal proceedings here (Danish).