China Communications Construction Company (CCCC) will not be mandated to launch a takeover bid after the acquisition of 30% of the capital of Mota-Engil, the largest Portuguese construction company.
A ruling from Portugal´s Securities Market Commission (CMVM) states that “the agreements in question” between the two companies “do not regulate the future performance” of CCC and the Mota family holding shareholders of Mota-Engil, “namely in the sense of acting in a coordinated manner”.
“Nor do they include clauses relating to the future transferability of Mota-Engil’s shares”, it adds.
The amendment of Mota-Engil’s bylaws, which are a condition for CMVM’s decision, “significantly diminish the scope of the powers granted to shareholders who have or will have a position of at least 30% of the capital”, the ruling adds.
The changes, it states, eliminate powers “namely, those related to strategic planning and normal conduct of the company’s business, at the general meeting and board of directors”.
“The nature of these rights is limited to mere mechanisms for protecting shareholders, contrary to what happens with the current wording of the bylaws”, adds the note from the CMVM.
Additionally, CMVM says that it is not possible to “affirm the existence of other instruments, expressed or tacit, for coordination or regulation of the powers of each of the parties in the relationship with society, capable of allowing the exercise of dominant influence over the same, nor of conduct of the parties that have allowed the consummation of such influence”.
Mota-Engil called shareholders to an extraordinary general meeting on March 19, to discuss and deliberate on the partial amendment of the company’s contract, thus taking another step towards the entry of the CCCC into its capital.
The company previously revealed that part of the position will be acquired by CCCC in a capital increase in which the shares will be sold at 1.50 euros.