DENMARK Law and Practice Contributed by: Morten Jensen, Elise Ross-Hansen, Frederik André Bork and Paula Grønlund, Bruun & Hjejle
10. Litigation 10.1 Frequency of Litigation
11. Activism 11.1 Shareholder Activism
Litigation in connection with public M&A deals is very uncommon in Denmark, and Danish private M&A deals are generally subject to arbitration clauses, due to the confidential nature of such proceedings. Therefore, very little public infor - mation is available in respect of M&A litigation. See 3.1 Significant Court Decisions or Legal Developments regarding the “Gram Equipment case” from 2023. 10.2 Stage of Deal Litigation related to private M&A will, in general, relate to breach of warranties or purchase price calculations in closing account deals – ie, post- closing. 10.3 “Broken-Deal” Disputes The authors are not aware of any public disputes between parties with pending transactions in recent years. It should be noted that such cases are usually subject to arbitration clauses and are thus non-public; see 10.1 Frequency of Litiga- tion .
Shareholder activism is seen more and more in the Danish market, particularly in respect of larger companies, and generally in sectors such as pharma, banking and energy. Shareholder activism in the Danish market is primarily seen taking place at annual general meetings of listed companies, where sharehold - ers ask critical questions and challenge manage - ment decisions. Danish pension funds and international and national shareholder organisations are the most active shareholders in the Danish market. Recently, the focus of such shareholders has been tax transparency, ESG matters in general, shareholder value and corporate strategy. 11.2 Aims of Activists When shareholder activism is seen in Denmark, it is mostly related to the composition of the management, ESG and compliance matters, remuneration and observance of disclosure obligations. 11.3 Interference With Completion Activists rarely try to interfere with the comple - tion of announced transactions in Denmark.
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