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In this respect, parameters are estimated according to the case of the double logarithmic model; - then we estimate the three parameters of the model through numerical models. It is possible to transform the model into a linear one using the development of the Taylor series.

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We submit a number of properties of the parameters which are needed for interpreting the speed​​ dating cci caen parameters and the characteristics of the factorial variable in 8 Revista Romn de Statistic Trim. Elements typical to the hyperbolic model The reciprocal regression model is used also to study the dependence between the unemployment rate and the inflation rate.

The regression curve built up in this case is called Phillips curve. The value corresponds to the minimum income allowing the acquisition of the requested product for consumption. Specific aspects of the parabolic model This model is used in the case that the characteristic rhythm of evolution follows a linear function, having the slope coefficient equal to the constant a. For instance, the Laffer curve is represented in the form of a parabola and defines the relation between the government income and the taxation rate.

In this case, it is stated out that there is a level of the inflation up to which it is estimated that state increases its income after which, an increase of the inflation rate leads to the state income diminishing.

For a correct estimation of the polynomial function parameters it must exist a multi-co-linearity between the variables X, X2, The selection of the grade of the polynomial function is done taking into account that: - the multi-co-linearity is frequent in the situation when the data series contains a reduced number of data; - it is recommended the use of polynomial functions holding a degree lower or equal to 4; 12 Revista Romn de Statistic Trim.

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Out of the three studies, it results that the prediction power of the polynomial function decreases as against the number of parameters which must be estimated. Zk are correlated on an overall basis or two by two and to which extent the multi-colinearity is influencing the size of the dispersion estimators.

The regression continuous non-linear models can be transformed through the Taylor series of order k in polynomial models of order k and, afterwards, through substitutions of variables, the mentioned linear model is resulting.

The first form of presentation or the Cobb-Douglas function without technical progress.

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In this case, the variable time is not explicitly included in the function frame. The generalized form of the CES production function, defined through the factorial variables X1, X2, It is then obtained a linear model as against the parameters of the model: we estimate the parameters of the regression model by applying the MCMMP; we establish the estimators of the regression model taking into account the four relations defined for the CES parameters and translog. References Anghelache, C.

The European Dating bridge și tunel emphasizes clarity and transparency. The author focuses on specific provisions of European Directive and Romanian law and regulations related to voluntary and mandatory takeover bids, on characteristics such as price, offeror and offeeree right, offer timetable.

Towards an Interpretation of Conceptual Ambivalence in Romanian Law

Key words: public offer, takeover bid, fair price, sqeeze out JEL Classification: G11, G18 The European Directive regarding takeover bids ensures, at the level of the entire European Union, clarity and transparency as regards the specific aspects of these types of operations. The application of this Directive lead, at least at theoretical level, to the possibility to take over a company listed on the regulated market by any person interested in.

The Directive refers to the takeover bids but the Romanian speed​​ dating cci caen which transposes it treats in the chapter dedicated to this type of operations the bid and selling offers, as well. The bid public offer is defined as the public offer made from a person to the all holders of the securities of one company.

Once launched, the bid offer will be made at a price at least equal to the highest price between the highest price paid by the offeror or the persons who are acting in concert with him for a period of 12 months prior to the date when the offeror communicated the offer document to the national authority Romanian National Securities Commission and the weighted average price afferent to the least 12 months before the date when the offeror communicated the offer document to the supervisory authority.

In the situation when none of the above mentioned criteria is applicable, the bid price will be at least equal to the net speed​​ dating cci caen per share, in accordance with the latest financial statement of the issuer. Surprisingly, the Romanian primary legislation does not mention a price level for the bid offer, but the secondary legislation does.

Romanian Statistical Review Supplement First Quarter 2013

We could even say that the regulations exceed the law in this matter. As long as at the European level there is no an unitary frame, every EU country has the liberty to treat it differently. The price should be that the offeror considers to be offered and which, along with the other elements related to the percent of the total voting rights to be purchased, the duration and the allocation algorithm, will define the offer.

Unlike the bid offer, the voluntary takeover is addressed to all shareholders and for all their holdings, which denotes the intention of taking the control of the company. The offeror and, if case, the persons acting in concert with him, can or cannot be one of the shareholders, as well as in the bid offer we have spoked about previously.

For the first time in the Romanian legislation, in the public offers subject appears, by parity of resoning with the tekeover bid Directives provisions, the fact that the board of the offeree company remits to the competent authority, to the offeror and to the market its opinion of the pertinence, suitability of the bid.

There is a quite different interpretation compared with the European provisions requiring the Board of Directors to obtain the approval of the general shareholders meeting for any action related to the issuer, especially those regarding the issue of shares that may prevent the undertaking of the voluntary takeover bid on the long term. The European legislation stipulates that the issuers board should express about the followings: the speed​​ dating cci caen tekeover bid that affects the respective issuer, the strategic plan of the bidder offeror and the consequences for the company and for the staff.

I think that the scope of these provisions, applicable in the case of mandatory takeover bid, as well, is to ensure a favourable environment for takeover bid and also to make available to the public the terms and the conditions. In the sense that, from the boards set out point of view, it would be obviously whether the takeover character is hostile or not.

It is the directives objective to ensure speed​​ dating cci caen protection of small investors. Considering the lack of clarifications at the European level, the Romanian legislation does not provide details about the case when the takeover has an obviously hostile character.

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Maybe, this was the reason why the directive gives the possibility for the management of the offeree company to choose alternative offers or doesnt forbid it. The price, in case of the voluntary takeover bids, is, at least, equal to the highest price between the highest price paid by the bidder or the persons with whom he acts jointly, for the 12 months period before the date of submitting to CNVM the takeover documentation, the weighted average trading price on the last 12 months before the date of submitting to CNVM the takeover documentation, the price resulted from dividing the net shares value to the number of shares, as 20 Revista Romn de Statistic Trim.

Regarding the price in speed​​ dating cci caen of voluntary takeover bid, we have to accept the fact that the criteria are established in order to maximize the price received by the seller and this makes sense for ensuring the price protection in case of hostile takeover bid or for protecting in accepting an unfavourable price in case of insufficient disclosure. Because there is no real stake for establishing the price in case of voluntary takeover bid, other than those described above, speed​​ dating cci caen period taken into account 12 months starting with the date of submitting the documentation is considered as acceptable.

The bidder offeror or the persons with whom he is acting in concert cannot launch, for one year after the closing the previous takeover bid, any other takeover bid related to the same issuer. By exception, the persons who hold unintentionally, these holdings, have the right to choose either to launch a public offer under the legal provisions, or to sell a number of shares corresponding to the loss of the position acquired without intention.

The question is what might happen and how this may influence the companys life if a shareholding meeting took place within this period of time. Another question is that, if, comparing with fete singure germania intentionally holding, the investor is favoured in this situation.

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In this context, it is debatable whether the notion of operation or acquisition includes also the participation to the increasing of the issuers capital and the consequently increasing the number of shares.

From a point of view, only the fact that the shareholder is or should be under the period of getting ready for launching the offer, he should not be excluded from the shares acquisition within a capital increase. Looking from another point of view, the obstruction of involvement of the controlling shareholder in the increase of capital may lead to significant alterations in the existing holdings and may impede the offer either by reducing the holding under the threshold stipulated by law.

  • Romanian Statistical Review Supplement First Quarter | PDF | Takeover | Regression Analysis
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What I am saying is that the Romanian law intended to make clearer the situations that may occur but I am sceptical about the speed​​ dating cci caen of the theoretical concept and of its fairness.

In case of an intentional acquisition, as the Directive sets out, there is no alternative but to initiate the offer. This, on my own interpretation, means that the shareholder has to start the procedures for initiating the offer.

It is true that there are not specifiedany interdictions to sell or penalties in case of selling. However, I appreciate that the rule what it is not forbidden, it is allowed cannot be applied. Thus, at national level, there have not been made clear, coherent and coercive rules for the situation of abstraction from the speed​​ dating cci caen in case of intentional acquisition by total or partial selling, until the last change of the Capital Market Law.

On the whole, the new provisions start from two distinct premises: one when the deadline for launching the offer is complied and another one when it is not. In the first one, no12 months before highest price applicable, the offer price shall be established by the highest value among the weighted average price for the last 12 months, prior to the date of submitting the documents, the value of the net asset of the company divided to the outstanding shares in accordance with the last audited financial statement and the value of the shares resulted from an expertise carried out following the international assessment standards.

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I agree that the last amendments to the law provide requirements relating to the calculation of the offering price, in case of a delay situation, that can discourage the phenomenon, but the situation of public offerings avoidance is still in place. The competent authority sanctions the attempts of avoidance but I strongly believe that more coherent, clear and coercive rules are more efficient.

The provisions of the Directive allowthe paige dating alan dwts authorities of the European Member States, in some circumstances and subject to the criteria disclosed to the public, to intervene and to adjust the price in takeover bids. The adjustment can be made up or down, when, for example, the highest price paid by 22 Revista Romn de Statistic Trim.

The transposition of the principle mentioned above into the national legislation was made stating that an independent evaluator designated by the bidder can determine the fairprice, when the stipulated criteria are not applicable or the competent authority considers that the purchasing shares activities were likely to influence the accuracy of the price.


On one hand the adjustment made into the capital market legislation reduces the capacity of the national competent authority to amend itself, in special cases and totally motivated, the offering price, and, on the other hand,it leaves this taskfor an independent expert. The law does not distinguish between the voluntary and mandatory takeover bid, as the Directive speed​​ dating cci caen. The request addressed by the offeror to the shareholders who did not subscribe to the offer may be exercised no later than 3 months from the closing date of the offer.

In this case, the offered price is considered as fair price. On the contrary, the price shall be determined by an independent expert, according to the international assessment standards.

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These provisions are different from those of the Directive which stipulates that if the offeror wants to exercise the right to request the withdrawal of the other shareholders, the offeror shall do this no later than 3 months from the offer closing date.

There are no provisions referring to the possibility of extending this deadline or to adopt another modality of calculating the fair price in this situation.

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In my opinion, this speed​​ dating cci caen cannot be extended and therefore the right conferred by the Directive cannot be exercised beyond this deadline. This opinion is confirmed by another provision according to which Member States shall ensure that following an offer where shares with voting rights attached have been bought in the above mentioned percentage, the shareholders who did not subscribe and continue to own shares may request the offeror to buy these shares at a fair price sell-out.