Part five (the final installment) in a series of articles titled “Q&A on M&A Operations Based on Financial Regulations – Guidelines in the Coronavirus Catastrophe –,” written by Takashi Osawa and Chihiro Tominaga, was published in the October 10, 2022, issue (No. 2195) of the Financial Law Journal.

Q&A on M&A Operations Based on Financial Regulations – Guidelines in the Coronavirus Catastrophe –

[Part 5; the final installment] Responses to shareholders not friendly to management and potential defenses against hostile takeovers

1. Recent trends surrounding shareholders not friendly to management in the banking industry

(1) Situations surrounding shareholder proposals

(2) Trends in hostile takeovers and defenses against takeovers

2. Contents of regulations under the Banking Act and their effects

(1) Overview of the regulations for banks’ major shareholders

(2) The effects on shareholders not friendly to management

3. Measures against shareholders not friendly to management

(1) Basic ideas

(2) Introduction of various returns to shareholders

(3) Discussion about defenses against takeovers

(4) Delisting

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