The text lays down some essential principles (neutrality of the management (article 9), limitation of anti-takeover devices (article 11) and requirement of transparency (article 10) but giving in to States, establishing an opting-out (article 12) allowing the member states to choose more or less their system. It is possible to distinguish four groups of countries: the Balts (the most liberal), the countries Anglo-Saxon which dedicate the neutrality of the management but keep (preserve) certain preventive devices (plans), the Rhenish group, where the logic of collective governance prevails thus tolerating prevention and reaction, and finally, the Latin including France which did not opt clearly for a system "every shareholder" or a "collective logic", with as a bonus complex regulations and unstable choices of companies.
DE BEAUFORT, V. (2015). Approche comparative des dispositifs anti-OPA sur un échantillon de 139 entreprises émanant de 15 Etat Membres. ESSEC Business School.