Corporate Transactions
Practical Ways to Increase Shareholder Value
Published on 11. February 2002
Book
Paperback/Softback
128 pages
978-0-273-66100-9 (ISBN)
Description
With the creation of shareholder value lying at the centre of corporate activity, finance directors, chief executives and chairmen are under pressure to drive shareholder value. By ensuring that the business is best structured financially, the finance director can play a role in generating shareholder value.
Corporate Transactions
is an indispensable guide to the many business techniques that can add shareholder value. The briefing provides accessible technical and practical guidance on how to successfully handle share buybacks, capital repayments, demergers and reconstructions. It focuses on the legal, taxation, regulatory and accounting aspects of each type of transaction, enabling you to assess their value creation potential within your company.
Contents include:
Optimising the capital structure
Dealing with surplus capital
The share buyback
Capital repayments - the technical issues
The demerger
Other forms of capital reconstruction
Joint ventures
Other transactions
Corporate acquisitions
Corporate Transactions
is an indispensable guide to the many business techniques that can add shareholder value. The briefing provides accessible technical and practical guidance on how to successfully handle share buybacks, capital repayments, demergers and reconstructions. It focuses on the legal, taxation, regulatory and accounting aspects of each type of transaction, enabling you to assess their value creation potential within your company.
Contents include:
Optimising the capital structure
Dealing with surplus capital
The share buyback
Capital repayments - the technical issues
The demerger
Other forms of capital reconstruction
Joint ventures
Other transactions
Corporate acquisitions
More details
Series
Language
English
Place of publication
Harlow
United Kingdom
Publishing group
Pearson Education Limited
Target group
Professional and scholarly
Dimensions
Height: 298 mm
Width: 210 mm
Thickness: 9 mm
Weight
460 gr
ISBN-13
978-0-273-66100-9 (9780273661009)
Copyright in bibliographic data and cover images is held by Nielsen Book Services Limited or by the publishers or by their respective licensors: all rights reserved.
Schweitzer Classification
Content
Preface
Chapter 1. Optimising The Capital Structure - The ways to achieve it
Introduction
What is Shareholder Value?
Chapter 2. Dealing with Surplus Capital
Introduction
Equity versus Debt
Chapter 3. The Share Buyback
Introduction
Methods of Making Buyback
-- Market Purchases
-- Tender Offer
Taxation
Legal Position
On Market Purchases
Off Market Purchases
Insider Dealing
-- Listing Rules Requirements
City Code on Takeovers and Merges
Chapter 4. Capital Repayments - The Technical Issues
Introduction
Cases where the Company already has the Necessary Paid-Up Share Capital or Share Premium Account
-- Taxation -- Legal Provisions
-- Accounting Provisions
Cases where the Paid-Up Share Capital and Share Premium Accounts are Insufficient to make Payment
-- Taxation -- Legal Provisions
-- Accounting requirements
Stamp Duty
Chapter 5. The Demerger
Introduction
Reasons for the Demerger
Commercial considerations
Taxation
Inland Revenue Clearance
Taxation of Capital Gains
Tax Losses
Legal Requirements
Listing Rules Requirements
Accounting Requirements
Stamp Duty
VAT
Chapter 6. Other forms of Capital ReconstructionIntroduction
Corporate legislationUse of Sec 425 Companies Act 1985 for Mergers & Acquisitions
Other ways of increasing shareholder value
Technical Issues
Legal Agreements and Arrangements
Chapter 7. Joint Ventures
Introduction
Technical issues
Legal agreements and arrangements
Taxation provisions
Listing rules requirements
Accounting requirements
Chapter 8. Other Transactions
Introduction
Securitisations
Private Finance Initiatives
Accounting Provisions
Pension Schemes
Sale and Leaseback Transactions
Summary
Chapter 9. Corporate Acquisitions
Introduction
The Acquisition of Private Companies
-- Due Diligence -- Sale & Purchase Agreement
-- Summary
The Acquisition of Listed Companies
-- Recommended Offers
-- Hostile Offers
-- The Offer Document
-- The Tactics and Conduct of the Offer
-- Other Provisions of the City Code
-- Acting in concert Chapter 10. Conclusion
Chapter 1. Optimising The Capital Structure - The ways to achieve it
Introduction
What is Shareholder Value?
Chapter 2. Dealing with Surplus Capital
Introduction
Equity versus Debt
Chapter 3. The Share Buyback
Introduction
Methods of Making Buyback
-- Market Purchases
-- Tender Offer
Taxation
Legal Position
On Market Purchases
Off Market Purchases
Insider Dealing
-- Listing Rules Requirements
City Code on Takeovers and Merges
Chapter 4. Capital Repayments - The Technical Issues
Introduction
Cases where the Company already has the Necessary Paid-Up Share Capital or Share Premium Account
-- Taxation -- Legal Provisions
-- Accounting Provisions
Cases where the Paid-Up Share Capital and Share Premium Accounts are Insufficient to make Payment
-- Taxation -- Legal Provisions
-- Accounting requirements
Stamp Duty
Chapter 5. The Demerger
Introduction
Reasons for the Demerger
Commercial considerations
Taxation
Inland Revenue Clearance
Taxation of Capital Gains
Tax Losses
Legal Requirements
Listing Rules Requirements
Accounting Requirements
Stamp Duty
VAT
Chapter 6. Other forms of Capital ReconstructionIntroduction
Corporate legislationUse of Sec 425 Companies Act 1985 for Mergers & Acquisitions
Other ways of increasing shareholder value
Technical Issues
Legal Agreements and Arrangements
Chapter 7. Joint Ventures
Introduction
Technical issues
Legal agreements and arrangements
Taxation provisions
Listing rules requirements
Accounting requirements
Chapter 8. Other Transactions
Introduction
Securitisations
Private Finance Initiatives
Accounting Provisions
Pension Schemes
Sale and Leaseback Transactions
Summary
Chapter 9. Corporate Acquisitions
Introduction
The Acquisition of Private Companies
-- Due Diligence -- Sale & Purchase Agreement
-- Summary
The Acquisition of Listed Companies
-- Recommended Offers
-- Hostile Offers
-- The Offer Document
-- The Tactics and Conduct of the Offer
-- Other Provisions of the City Code
-- Acting in concert Chapter 10. Conclusion