TOBの説明として, 最も適切なものはどれか。
平成26年度 秋期 ITパスポート試験 問8
This question's explanation and your answers so far.
問 8
- ア
正解 A TOB (Take-Over Bid), called kabushiki kokai kaitsuke (a public tender offer for shares) in Japanese, is a method in which a party aiming to acquire management control of a company or take an equity stake announces in advance the number of shares it wants to buy, the price, the deadline, and other conditions, and then buys up shares directly from a large unspecified number of shareholders without going through the stock exchange (that is, outside the market). Announcing the terms of the purchase gives ordinary shareholders an equal opportunity to sell and is intended to prevent shares from being quietly bought up behind the scenes; the procedure is prescribed by the Financial Instruments and Exchange Act. Choice ア states exactly this, no more and no less, so it is correct.
Incorrectイ
Having the management team or senior employees buy the company's own shares or business assets from the parent company and the like describes an MBO (Management Buyout). Because the buyer is limited to the company's own management, it differs from a TOB, which buys up shares from a large unspecified number of shareholders outside the market.
Incorrectウ
Newly listing the company's own shares on the stock market to raise funds describes an IPO (Initial Public Offering). It is an act of newly selling one's own shares, so it goes in the opposite direction from a TOB, which buys up another company's shares.
Incorrectエ
Carrying out activities that contribute to society and consider the environment, not merely pursuing profit, describes CSR (Corporate Social Responsibility). It is a concept unrelated to trading shares or acquiring management control.
- TOB (Take-Over Bid) = announcing the number of shares to be bought, the price, and the deadline, then buying up shares from a large unspecified number of shareholders outside the stock market in order to gain management control or an equity stake.
- Telling confusable business terms apart: MBO is management buying out its own company, IPO is raising funds through a first public offering of shares, and CSR is corporate social responsibility.