Limiting the Use of the RICO Act as a Defense to Hostile Corporate Takeovers
This Note argues that RICO could be a legitimate defense to a hostile corporate takeover pursuant to a cash tender off er if shareholders who retain stock will be harmed by the takeover. Part I of this Note examines the general background of the RICO Act. Part II applies the Act to a hostile cash tender offer and examines each element of a civil RICO action. Part III advocates the use of RICO’s injury requirement to limit this application of the Act and analyzes the potential injuries to shareholders and management during a hostile cash tender offer. This limitation upon the use of RICO conforms with the language and scope of the Act, as well as with the policies and current application of the federal securities laws.