Medication in Moderation: A Case for Adopting Canada’s Limitations on Poison Pills in the U.S. and U.K.

William J. Carpenter | January 1, 2016

Ever since shareholder rights plans or “poison pills” were devised, there has been staunch disagreement about whether the measures ‘overinsulate’ management and harm returns or whether such defenses are necessary to ensure shareholders get the best possible deal in a change of control transaction. Responding to a inter-provincial regulatory dispute, Canada has recently amended its takeover regulations to create an extended deposit period accompanied by a majority-tender requirement which has enhanced target-board negotiating power. This Note argues that such a change would benefit both the takeover regimes of both the United States and United Kingdom by making the former more takeover friendly and the latter less so.