University of Pennsylvania Carey Law School Penn Law: Legal Scholarship Repository Faculty Scholarship at Penn Law 2007 Who Writes the Rules for Hostile Takeovers, and Why? The Peculiar Divergence of US and UK Takeover Regulation John Armour Oxford University David A. Skeel Jr. University of Pennsylvania Carey Law School Follow this and additional works at: https://scholarship.law.upenn.edu/faculty_scholarship Part of the Administrative Law Commons, Banking and Finance Law Commons, Business Organizations Law Commons, Comparative and Foreign Law Commons, Corporate Finance Commons, Courts Commons, Law and Economics Commons, Legal History Commons, and the Securities Law Commons Repository Citation Armour, John and Skeel, David A. Jr., "Who Writes the Rules for Hostile Takeovers, and Why? The Peculiar Divergence of US and UK Takeover Regulation" (2007). Faculty Scholarship at Penn Law. 687. https://scholarship.law.upenn.edu/faculty_scholarship/687 This Article is brought to you for free and open access by Penn Law: Legal Scholarship Repository. It has been accepted for inclusion in Faculty Scholarship at Penn Law by an authorized administrator of Penn Law: Legal Scholarship Repository. For more information, please contact
[email protected]. ARTICLES Who Writes the Rules for Hostile Takeovers, and Why?—The Peculiar Divergence of U.S. and U.K. Takeover Regulation JOHN ARMOUR* AND DAVID A. SKEEL,JR.** Hostile takeovers are commonly thought to play a key role in rendering managers accountable to dispersed shareholders in the “Anglo-American” system of corpo- rate governance. Yet surprisingly little attention has been paid to the very significant differences in takeover regulation between the two most prominent jurisdictions.