AMF France v. A (sham takeover announcement, 2009)

Judgment entered

✓ Checked against the primary document on October 5, 2026. The library's summary, tags and figures for this record were compared with the regulator's own document by an AI model (Claude) following written instructions, in a single reading of the French decision; an independent second reading of 60 of the AMF records agreed on every field for 54 and on the core fields for 59. No lawyer has reviewed them. A checked record can still contain errors, and checked does not mean endorsed. See how we check records or report a correction.

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On 12 March 2009 the Commission des sanctions found that the chairman of a foreign-listed company had announced at a Paris press conference in 2006 an exchange offer for a listed French-market holding company that had no reality, and fined him EUR 1 million. The announcement moved the target's share price by more than 28 per cent.

The record

What was ordered

Civil penalty

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Disgorgement

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Prejudgment interest

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Total relief

—

Alleged gain

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Penalty as published

€1m

A dash means the release did not state a figure we could extract, not that the figure is zero. Penalty and disgorgement are stored separately so aggregates across the library do not double-count the same dollars. This regulator states penalties in EUR. The figure is recorded as published and is not converted, so it does not appear in the USD totals or medians used elsewhere on this site.

What is alleged to have happened

The second section of the Commission des sanctions decided this matter on 12 March 2009, after an investigation opened in December 2006 and a notification of a single grievance sent to A on 27 March 2008, in French and German. The respondent is the chairman of company X, which was quoted on an unregulated market abroad. Names, dates and prices are redacted in the published decision.

In 2006 company X put out releases saying it wanted a majority stake in a listed company Y SCA, sent the target and the press a notice of a planned exchange offer, and held a press conference in Paris at which A said an hostile exchange offer for the free float of about 50 per cent would be launched within days. The AMF alleged that this announcement was inaccurate, imprecise or misleading.

The Commission found the announcement had no reality and was made only to draw investors' attention to X's shares and raise their value artificially. Other directors of X did not know of the plan, X's volatile share price made the offer pointless, a cash option required by the rules was not shown to be possible because X had no assets, and, contrary to what A said, the plan had never been filed with the AMF. It noted that Y's price rose by more than 28 per cent, that sales of X shares from then on came mainly from one company and persons close to it, which made a gain of EUR 1.7 million, and that a foreign market authority concluded the shares had been manipulated and referred the matter to the courts.

It imposed a EUR 1,000,000 financial penalty on A and ordered publication.

This record does not show whether A faced criminal proceedings or whether this decision was appealed.

This library tags the matter as sham tender offers. The tagging is ours, not the regulator’s.

For the regulator’s own account of the facts, read the primary document linked above. This page deliberately summarises the structured record rather than reproducing the decision.

What technique is this, and how does it work?

This action is tagged with one technique in our taxonomy. The tagging is ours: regulators charge statutory provisions, not technique names, so the mapping is an editorial judgement described in our editorial policy.

• Sham tender offers — see how it works, what statute it engages, and every other action tagged the same way.

Timeline

1. 2009-03-12 Commission des sanctions decision

Primary documents

Everything on this page derives from the documents below. Where our summary and the primary document disagree, the primary document is right.

• AMF decision page
• Decision (PDF, French)

The linked release is published by the issuing regulator under its own terms. Our summary and narrative above are our own writing.

Related actions

Other actions in the library sharing at least one technique tag with this one.

Record added October 5, 2026. submit a correction.