A concerted action („communicative coordination contract“), but without necessarily being based on a legally binding agreement – and certainly not in written form for reasons of antitrust law. The German Federal Financial Supervisory Authority (BaFin) considers such agreements to be subject to the provisions on disclosure of voting rights. – Acting in Concert only exists in the case of joint acquisition of shares if a common interest beyond the acquisition is pursued. The purchasers must have the intention to jointly influence the target company (acquiree: the firm that should be acquired), e.g. in order to break up the target company, to transfer its registered office or to agree on the election of the supervisory board and the appointment of the target company’s management board. In the meantime, individual issues relating to Acting in Concert (sometimes also referred to as „persons acting in concert“) have become a separate area of business law (commercial law). – See ad hoc notification, share swap takeover, offer, joint, shareholder control, arm’s length, shareholding notification, mergers and acquisitions, insolvency costs, macaroni defense, market arrangements, material adverse change clause, vote bundling, voting rights database, persons, acting in concert, publicity, situational, transaction bonus, takeover offer, corporate takeover, connection, close, grant. – Cf. BaFin Annual Report 2005, p. 177 (attribution issues in connection with Sec. 30 WpÜG), BaFin Annual Report 2006, p. 186 (case law: Acting in Concert only in the case of agreements on the exercise of voting rights in the general meeting of an AG, but not also in the supervisory board), BaFin Annual Report 2010, p. 186 f.(new legal situation in the wake of the Anlegerschutz- und Funktionsverbesserungsgesetz [AnsFuG]), p. 224 (definition of Acting in Concert on the one hand and Persons Acting Jointly on the other), BaFin Annual Report 2013, p. 179 (delineation of certain types of conduct in a „white list“ published by the Takeover Bids Network), and the respective BaFin Annual Report, chapter „Supervision of Securities Trading and Investment Business.“

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University Professor Dr. Gerhard Merk, Dipl.rer.pol., Dipl.rer.oec.
Professor Dr. Eckehard Krah, Dipl.rer.pol.
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