The law, the Michigan Control Share Acquisitions Act, was created to protect Michigan companies from corporate raiders.
In addition to a constituency statute, Ohio has a control share acquisition statute, something also absent in Delaware.
The judge dismissed that claim, ruling that "the Michigan Control Share Act does not pertain to a direct issue from the corporation of its own shares".
Unfortunately, Simon's outlandish contention under the Michigan Control Share Acquisitions Act -- a law expressly designed to protect Michigan companies from an acquisition by raiders the likes of Simon -- does seem to have stuck for the moment".
Judge Roberts ruled that Robert Taubman, Mr. Taubman's son and the chairman and chief executive of Taubman Centers, was in breach of the Michigan Control Share Acquisition Act by forming a blocking group without a vote of disinterested shareholders.
As we noted, before United Technologies can acquire Diebold in an unsolicited offer, it must gain pre-approval of a Diebold's shareholders under Ohio's antitakeover control share acquisition statute.
