Raider seizure organizations is a fairly common phenomenon in Russia. If earlier the victims of raiders became large enterprises, then today medium and small businesses often suffer from forceful or legal seizure.
"M16-Consulting" tells how the raider seizure of an enterprise or company takes place and what countermeasures are the most effective.
Popular schemes of raider takeovers of companies
Existing methods of raiding can be divided into three main types, depending on legal aspect situations.
Black raider schemes
This category includes the most severe raider seizures in violation of the Criminal Code of the Russian Federation. At best, we are talking about falsification of documents, forgery, etc. At worst, forceful methods are used, which include violence, threats, hostage-taking in the person of the management and employees of the company that has become a victim of the invaders.
This should also include situations involving officials suggesting corruption schemes.
Unlike the turbulent 90s, in its pure form, such methods are now practically not found.
Gray schemes of raider captures
In this case, there is also a violation of the law, but already in its civil area. Combinations of legal measures and minor offenses are often used.
Typically, raiders seek to create artificial barriers for business that block its work. Public opinion is a popular tool in this scheme.
Raiders artificially create a buzz around an enterprise, attract the attention of the press and television, which further form a negative image of the company that has become a victim of a raider takeover.
Also, paid protests are often organized, in which residents of the nearest quarters or imaginary defenders participate. environment. The culmination is the connection of regulatory authorities (as a rule, inspectors are also bought), which "reveal" serious violations in the work of the company.
As a result, the company's management has no choice but to make contact with the raiders and agree to their terms.
Another popular method is bringing to bankruptcy. Raiders redeem the company's financial obligations, after which they begin to set impossible demands on their debtor. When it becomes clear that a legal entity is not able to repay the debt, the procedure for declaring it bankrupt begins. As a result, no time successful business redeemed for pennies. And this is a very effective, and most importantly, a popular way of raider capture.
Raider seizure of companies by legal methods (white raiding)
In this case, the invaders remain within the legal framework. Most often, raiders act through minority shareholders, that is, shareholders whose package does not allow them to influence the work of the company, participate in making important business decisions, etc.
Such vulnerability of minority shareholders leads to the fact that shareholders with the right to control, by fraudulent actions, can reduce the value of the minority shareholder's stake. To avoid this, the legislation of many countries, including Russian, provides for additional rights for minority shareholders. When the raiders buy out minority stakes in the course of a takeover, they initiate lawsuits for violating these rights.
Such proceedings can take months. At this time, the activity of the enterprise is blocked, the business loses a lot of money. At some point, the business is brought to a situation where selling it becomes the only profitable way out for management.
It is worth noting that this type of raiding is no less effective than the methods listed above, however, Russian corporate legislation has many loopholes and holes. For example, in the legal field of Russia, such a concept as "absorption" is simply absent.
In fact, it is very difficult to make a full-fledged hostile takeover while remaining within the law in our country. For this reason, raiding in Russia often occurs using illegal methods, and the “gray” scheme remains the most popular scheme for raiding the capture of firms.
Signs of raiding
An attempt at a raider takeover is never accidental. The raiders are doing a colossal job of preliminary "probing the soil." The following methods are often used:
- economic intelligence, during which the raiders find out everything financial indicators company: its turnover and profit, the value of assets, property, etc. Roughly speaking, at this stage, the raiders are trying to determine whether the game is worth the candle;
- Resources of confrontation, that is, how the enterprise is protected, what connections the management has in power structures and law enforcement agencies. In other words, the raiders will try to see if they can break through the existing defenses;
- Providing "rear" represented by inspectors of power structures or state bodies. This may be bribing judges, tax inspectors, law enforcement officers, etc.
After carrying out these events, the raiders proceed directly to the capture actions. In turn, the types of actions during raiding are divided into explicit and implicit.
The explicit ones are:
- Making unauthorized and untrue changes in relation to a particular legal entity in the Unified State Register of Legal Entities;
- The appearance of an outsider trying to prove his ownership of the organization itself and its property. As a rule, in this case, the raider operates with falsified court decisions and other false documentation.
The implicit (or hidden) actions are as follows:
- The requirement to provide documents that are not related to the ongoing transaction. In the course of some joint deal, potential raiders may require you to founding documents, while the terms of the transaction such a requirement is unjustified;
- When captured joint-stock company raiders will try to organize and buy up additional issues of the company's shares. This can lead to the fact that hostile invaders will take control of the shares.
Raider takeovers in Russia
According to the National Anti-Corruption Committee, annually in Russia there are about 700,000 raider takeovers with a successful outcome, that is, situations in which raiders take possession of a company's business or property.
However, only 10% of total number the seizures that took place entail the initiation of criminal cases. Of these, an even smaller percentage ends up in litigation.
Forceful capture measures, fortunately, are becoming a thing of the past, giving way to no less effective “undercover games”. The problem is that for all the cruelty and immorality of the actions taken, the raiders continue to remain within the legal field.
There are several reasons for this. First, the general legal illiteracy of the population. Sometimes the company's management begins to take actions that actually give the raiders all the cards in their hands.
Secondly, it is impossible not to pay attention to the imperfection of the current legislation. Raiding laws were enshrined more than 20 years ago, namely in 1996. It is obvious that since the "dashing nineties" not only the mechanism of raiding has changed, but also the very principle of economic relations. However, there is still no specific article for raiding in the Criminal Code of the Russian Federation that would correspond to today's realities.
And if at the end of the 20th century the raider seizure of an LLC or a plant was a banal raid and a violent transfer of assets and property rights, today it is a well-thought-out scheme that involves the gradual destabilization of the company and the deliberate creation of conditions for it under which normal and full-fledged activities are simply impossible.
The most striking examples of raider seizures in Russia
Moscow company "Asta"
In the summer of 2003, the metropolitan company Asta, which manufactures women's shoes, fell victim to an aggressive raider takeover. Then there was a forceful seizure: one day, thugs with machine guns broke into a building, comfortably located in the very center of Moscow, and simply drove all the workers out into the street.
The aggressors explained their actions by the fact that a mystical citizen of Khakassia was reinstated in the position of director, about whom even those employees who had been shoeing Muscovites since the founding of the company had heard for the first time.
It turned out that six months earlier, 80% of the shares of minority shareholders had been sold to Rosbuilding. At that time, the company had already managed to "light up" in the raider reports. Moreover, the company, founded by 21-year-old Alexei Tulupov, is considered one of the pioneers in the field of domestic raiding.
In the case of Asta, the majoritarians tried to save the situation. They managed to dilute the share owned by the invaders to 3% through an additional issue. However, Rosbuilding contested this action in court.
Litigation lasted a year, as a result, justice prevailed and the company was returned to the owners.
Capture of NIIEMI
At the beginning of the 2000s, the buildings and lands of research institutes, which were traditionally located in the center and occupied a rather large area, were a tasty morsel for raiders. in a legal way it was practically impossible to get them, so the raiders applying for takeover resorted to falsifying documents and aggressive capture.
This happened with NIIEMI in 2004. Then the armed men broke into the institute at the height of the working day, drove everyone, including the management, out into the street and occupied all 5 buildings that belong to the research institute.
The director of the institute managed to initiate a criminal case. He not only knocked on the threshold of the prosecutor's office, but also turned on the ears of all the newspapers, which circulated information about the blocking of the work of the institute fulfilling orders for the Ministry of Defense.
Litigation dragged on for 4 years. Already in 2008, the court took the side of scientists and recognized the seizure as illegal. It was proved that the contract, indicating the purchase of a controlling stake, was forged. Ultimately, the new owner of the controlling stake and the director of the institute entered into a settlement, the scientists were paid a compensation amount, and a business center appeared on the site of the research institute.
Capture of collective farms in the Ruza district
Collective farms have become another area that has been seriously affected by the unscrupulous actions of the raiders. In particular, back in the "nineties" in this area, the current owner of the Ruza Dairy Plant, V. Boyko-Veliky, was especially noted.
Then Vasily Boyko simply undertook to quickly buy up land in the Moscow region, namely in the Ruzsky district. In the course of buying out shares from collective farmers, Boyko took possession of 9 collective farms in the district, in which there were only 11 of them. In hectare equivalent, this is over 23 thousand.
However, already in 2005, when a criminal case was opened against the entrepreneur, the amounts paid for the shares were considered underestimated. At the same time, the businessman constantly had conflicts with the villagers who refused to sell their lands.
It even came to a shootout with a traumatic weapon, as a result of which 12 people went to the hospital - villagers and “Chopovites” hired by Boyko.
The businessman even managed to serve two years, but in 2016 all charges against him were dropped. By the way, the businessman himself called the case "sucked from the finger." According to him, the amounts that he transferred for the lands of the collective farm were more than fair. On them, Boyko argued, people could make major purchases - from the new Zhiguli to a two-room apartment in the same Ruza. With this, according to Boyko-Veliky, the collective farmers themselves agreed, who lined up at night to sell their land property.
Raider takeover of an enterprise is a frequent and widespread phenomenon in the Russian business environment. According to the Anti-Corruption Committee, about 700,000 such situations occur in our country every year. This is due to the fact that, in addition to large companies, such interference in entrepreneurial activity small companies are also affected.
Raidering and raiders
Raiding itself is misappropriation of another's private property in the form of a specific asset or the entire company. This is done against the will of the owners.
Due to this, a raider takeover is a procedure in which an enterprise is taken over by deception or by force. After gaining control over the assets, the attackers sell them or use them at their own discretion.
With the development of technology, schemes and types of raider capture are changing. There are more and more new types of fraudulent ways of mastering someone else's business, which are problematic to recognize, as well as incriminate them as an offense. You can determine who the raiders are today as follows:
- companies, as well as groups of people whose activity consists precisely in such seizures of property. They also include those who specialize in raiding real estate, shares and other things;
- persons using corruption of specific top managers or government officials to seize the property of others and the assets of companies;
- large corporations that wish to monopolize a specific industry, due to which they resort to forceful, economic, as well as legal raider takeovers of smaller firms;
- holdings that own large assets and connections that are used to illegally seize the property of other organizations;
- counterparties or shareholders who deliberately create negative conditions for other owners to acquire assets of interest to them;
- top managers of companies using their official position to take possession of the assets of the organization in which they work during a raider takeover.
Raider Goals
The difference in goals for raiders depends on what means they use for this:
Types of raiding
There are three different options for the impact on the victim. So, the following types of raiding are distinguished:
Prerequisites
Often, before a raider takeover occurs, it is preceded by:
- quarrel with a partner;
- discontent from minor shareholders;
- the presence of internal corporate conflicts;
- excessive struggle with competitors, bordering on going beyond the law;
- acquisition of accounts payable of the enterprise.
Attention! If, when making a transaction, persons are asked to provide certain documents that have nothing to do with it, one can suspect the preparation of a base for raiding.
All types of business are at risk, but most of all it applies to small and medium businesses due to insufficient resources to protect their assets. The most interesting for the invaders are:
- real estate;
- expensive equipment;
- large amounts of money in bank accounts;
- obtaining property, as well as non-property types of rights.
Stages of raider capture
Most modern raiders are experienced lawyers who initially conduct work on the study of all areas of the enterprise and life guide:
- the financial data of the organization, its profit, the total value of assets, etc. are analyzed;
- all the details of the security activities that take place in the company are clarified, and what kind of connections the owner has in power and law enforcement agencies;
- bribery of inspection bodies, as well as local authorities.
Such actions are carried out before the raider seizures themselves. After that, the active part of taking possession of property begins. This is done as follows:
- First, frauds are carried out with shares that are bought up in order to begin to carry out subversive activities at the enterprise. This is done to complicate its operation. Litigation in such cases drags on for many months and leads to the closure of the business.
- Turns out pressure on leaders, blackmail, threats, beatings, bribery, as well as people living near the enterprise in order to take them to rallies against the company's actions. After that, their people in the press and inspecting bodies create conditions under which the company cannot continue to work.
- The company is brought to bankruptcy by buying it monetary obligations and setting obviously unrealistic conditions. Due to inability to repay debts successful company becomes bankrupt, due to which it is bought at a minimum cost.
Raiding protection
If a raider takeover occurs at an enterprise, it is important to know where to turn for help. The company must be protected by:
- qualified lawyers specializing in countering such fraud;
- law enforcement agencies -;
- state security agencies - FSB.
But the company may well prevent the creation of a favorable situation for raiders, if will pay attention to several important points.
Document control
You need to know how to protect yourself from raider attention in order to reduce the likelihood of taking over the enterprise. First of all, it is important to develop a system for protecting internal and commercial information.
To do this, it is necessary to analyze the degree, as well as the availability of various data, and then instruct the staff. If necessary, you can use the services of specialists in the field of information security. In addition, a number of measures should also be taken to improve the overall security of the enterprise.
It is important to carry out preventive measures in a timely manner, the purpose of which is to find weaknesses in the field of information protection. This requires regular diagnostics of the history of completed transactions of the company and timely review the range of access to information and decision-making of different departments and from managers. It is timely worth checking the data on accounts payable, as well as receivables.
Asset protection
Preventive measures are taken to prevent the seizure of property. For this you need:
- create manageable debt between subsidiaries;
- transfer assets to a company that is not related to the main activity;
- to conclude pledge agreement between parent company and subsidiary;
- sign a lease agreement with subsidiaries on behalf of the principal. The duration of the document should be unlimited, and the fee is symbolic.
Such a scheme will make it unprofitable to take over individual companies or the main one due to the separation of assets.
Business restructuring
Another method of protection is the division of the areas of activity of the enterprise into different legal entities. In this case, the firm will divided into smaller organizations in specialized areas, but interconnected with each other. In this case create:
- a company that owns all the assets, but with minimal participation in the activity to reduce the possible incurrence of debt.
- the management company, which employs all the accountants, lawyers, management and economists who are responsible for the administration of all individual companies;
- firms responsible for the implementation of a product or service;
- manufacturing organizations.
Such a scheme will make the raider seizure of the enterprise extremely difficult and difficult from a legal point of view.
Examples of raider takeovers
Regular raider seizures in Russia become crime news stories, so examples of such actions are easy to find. So, the company JSC "SMES" due to a banal legal flaw was attacked by raiders.
The securities of the company were issued, the holders of which were approximately 11 thousand. At the same time, 45% of the shares were in the hands of the head of the company. Later, he acquired another 8%, but they were not included in the register. Due to this, the raiders re-acquired these valuable papers, which have actually been bought, but not fixed. This led to being artificially created corporate conflict, so the company was mired in litigation for a long time, and its market value fell significantly.
Important! No one is immune from the actions of raiders, but taking preventive measures to protect your business significantly reduces the likelihood of an attack on their part.
By defining who the raiders are, as well as the differences in the methods of their work, one can understand the tactics of such invaders. At the same time, it is important to remember that the actions of modern attackers may not fall under the Criminal Code of the Russian Federation at all. The fact is that this happens due to existing loopholes in the legislation, and formally the law is not violated. Therefore, it is important to competently approach the protection of the activities of your enterprise.
Useful video: how is the raider takeover
Raiding - hostile mergers or acquisitions of companies, or even the seizure of assets through illegal means - takes on the nature of a real business in Russia with a multimillion-dollar turnover. According to the National Corruption Committee, in 2015 alone, more than 700,000 cases of such corporate piracy were recorded in Russia.
At the same time, experts say that official statistics are just the tip of the iceberg, the real scale of the disaster is simply not visible. Criminal cases are initiated only in isolated cases. If a large companies, one way or another, have learned to resist business filibusters, then representatives of small and medium-sized businesses are still very vulnerable. Thirst explored who raiders are, what mechanisms they use to steal assets, and how to recognize and counter hostile mergers and acquisitions.
Was yours, became ours
“Unfriendly or illegal takeover of enterprises is a relatively new socio-economic phenomenon for our country,” says the lawyer law firm"Tours and Partners" Maxim Zaglyadkin. “Its wide distribution in recent years indicates the onset of another, qualitatively new stage in the redistribution of corporate property.”
Maxim Zaglyadkin: “Before talking further about “raider” seizures, it is necessary to define their concept. The term "raider" takeover, or hostile takeover of an enterprise, can be understood as the establishment of control over a legal entity against the will of its owners. The statistics of this practice is very depressing. The National Anti-Corruption Committee knows about 730,000 cases. Only 12-16% of initiated criminal cases of this category are judged, the remaining 84-88% are either not disclosed, or do not reach the court, or fall apart already during the trial. Given the latency of any criminal activity, we can say that there may be much more cases of raiding that we have not learned about and may not know about.”
However, one gets the impression that the raiders are not hiding. There are a lot of open and closed resources on the Web, where they share their experience and give advice on taking away company assets. Here is an example of a dialogue between the participants of one of them in the topic “Seizing the property of an LLC” (style saved):
- Good day! There is a goal - OOO. One founder. He is Gena CEO. - Approx. ed.). 100% of the shares belong to him. Ltd. has a certain fleet of special equipment. She is of interest. Are there any ways (not an iron on the belly) to correctly wring out this special equipment? Only special equipment is of interest, neither the money in the accounts, nor anything else is of interest. The equipment already has a bona fide purchaser. Are there options - fictitious change of genes, loss and restoration of docks for transport with a new gene and subsequent sale? ATP in advance!
LLC is engaged in the transportation and pumping of ready-mixed concrete. Works by itself. Orders of both individuals and legal entities.
Does he accept money from clients in cash? In black? Or is there a scheme with non-cash payments to other companies?
- From yurikov ( legal entities. - Approx. ed.) - non-cash, sometimes, however, there are accounts for other LLCs. From physicists cash through the cashier. In short, payments for services are carried out almost white-handedly.
- If you catch in those places where it's black, you can profitably use this circumstance. UBEP employees in informal communication they can tell you exactly how. Ordinary blackmail or corporate blackmail.
Look for information / create compromising information (not necessarily in the field of LLC activity), with the help of which you can put forward ultimatum requirements for objects of interest.
- What about the creditor?
– The transfer and pumping of concrete is at least the operating costs and the maintenance of pumps for pumping / equipment for transportation, not counting additional loans / leasing / rent. There may be a very large creditor.
I think that they meant the consolidation of creditors through a buyout and concentration "in one hand." Absorption through accounts payable. Read about it.
It is not clear from the dialogue whether the plans to seize equipment have been brought to an end, but the example is indicative of the fact that the object of a potential raider is the property of a small enterprise.
Maxim Zaglyadkin: “Over the past 10 years, “raider” seizures have become widespread not only in large, but also in small towns. If earlier the majority of illegal seizures took place in Moscow, St. Petersburg, Moscow and Leningrad regions, then somewhere in 2007, the tendency of "raiders" rushed by leaps and bounds to the regions. As a result, already in 2007-2008. there has been a trend towards a decrease in the number of raider seizures in the Central region of Russia and an increase in other regions. Corruption contributes to the spread of illegal takeovers, since takeovers involve the use of administrative resources, primarily officials of the bodies that carry out state registration legal entities, real estate and transactions with it, judges, bailiffs, law enforcement agencies.
A favorite method of pressure is the criminal prosecution of owners with powerful information support. Businessmen, therefore, risk losing not only their good name, trust of partners and clients, business, property, but also freedom.
Irons are out of trend
Specialists in corporate law they say that the raiders are no longer bandits from the early 90s, but real white-collar workers, armed with excellent legal knowledge, who do not disdain fraud.
The methods used to capture assets can be roughly divided into two groups. The first is in the legal field, or "gray raiding", and the second - "black raiding" - is outside its framework.
According to Mr. Zaglyadkin, "gray raiders" use conflicts of norms, shortcomings of the legislation. Such enterprise takeover schemes are not a crime, however, at certain stages the law may be violated (as a rule, in order to minimize the costs associated with the takeover of an enterprise or to remove obstacles to the implementation of the developed takeover scheme).
Acquisition begins with the acquisition of a certain, usually insignificant, share in the company. This makes it possible to sue other participants, acquire shares and shares in a preferential manner, use "greenmail" - corporate blackmail.
Black M&A schemes are inherently criminal and fraudulent. The most common: intentional bankruptcy(often in collusion with hired top managers or individual shareholders or owners), theft of a share of shares using false documents that are provided to the registrar.
Raiders also practice the withdrawal of assets as a result of collusion with a hired manager, the initiation of artificial debts, claims, etc. In all cases, the goal is the same - the withdrawal of liquid assets of the company with subsequent sale.
Maxim Zaglyadkin: “The attack begins with an information campaign, the purpose of which is to discredit the owners, shareholders or top management of the target company. In the course are "accusatory materials" about the allegedly inefficient management of property, failure to fulfill contractual obligations, violation of the rights of shareholders, criminal conspiracy or fraud. An information campaign is almost always supported by heavy legal artillery: initiation of criminal cases against top management, searches, interrogations of employees. Of course, the main goal of such projects is to weaken the trust of partners and shareholders, create a certain information background for representatives of state and judicial authorities, and discredit the company. This is an important marker that may indicate the beginning of a capture.”
Resisting the attack, according to the interlocutor, is difficult, but the task is not impossible.
Preventive protection
In 2010, a package of “anti-raider changes” was introduced into the legislation, the Criminal Procedure and Criminal Codes were supplemented with a number of articles providing for liability for providing knowingly false information to the Unified State Register of Legal Entities and the register of securities holders. Those who provide false information will be punished with a fine of 100,000 to 300,000 rubles or imprisonment for up to 2 years. For forcing a shareholder to make a certain decision, the legislators established a fine of 500 thousand rubles with the possibility of imprisonment for up to 5 years.
Maxim Zaglyadkin: “It should be noted that “raiding” in our country has always been studied mainly in the civil law sense - from the standpoint of legal regulation reorganization of legal entities through mergers and acquisitions. In criminological terms, this problem has been analyzed not so long ago, although, as we all perfectly understand, in the practice of mergers and acquisitions there are many not only dubious, but also openly criminal methods.
Mr. Zaglyadkin cites paragraph 1 of Art. 185.5 of the Criminal Code of the Russian Federation adopted by this law. Situation: a shareholder from the side of the "raiders" bought one share, came to the meeting and made a scandal. He was kicked out of the meeting. He went to the appropriate authority, wrote a statement, opened a criminal case. And who here, one asks, benefits from this article?
Or, for example, according to paragraph 2 of the same article, a fine of up to 500 thousand rubles and criminal liability are provided, however, according to our expert, "raiders" with serious administrative resources will not be stopped by any terms and fines.
Therefore, protection, according to the interlocutor, should be of a preventive nature. It consists in a thorough legal diagnosis of all aspects of the company's activities with a list of risks and recommendations for their elimination. There are no other effective methods yet, our interlocutor sums up.
Let's say you have done a huge amount of work and put together an enterprise with your own hands, which turned around, increased its turnover and became noticeable and popular in your city. Or maybe you seized the moment, invested in the shares of a company that showed promise, and now you are deservedly receiving dividends. It seemed that in both cases, you can relax a little and enjoy the profit? No matter how, because if your company is successful and rich, has large assets, then, for sure, raiders are not sleeping somewhere nearby.
Raider schemes, starting from the turbulent 90s of the twentieth century, have been continuously improved, starting with the “honest” privatization and frank “rewriting” of the enterprise for another owner under the guns of the “brothers”. Now there is no such undisguised rampant crime, and the raiders work much more subtle - looking for holes in the accounting policy of your organization and the country's legislation. At the moment, three types of raider schemes can be distinguished:
- "black", the same seizure of an enterprise from the 90s is now rarely seen anywhere, because everyone will immediately make it public, and it has become extremely problematic to “fill up” the director of the enterprise just like that. We can say that such paths are now rare, and they are found only in certain remote regions of the country.
- "gray", the most popular schemes. On the surface, everything looks legal, but bribes are given here and there to bribe officials to fabricate imaginary criminal cases, seize property and assets of the enterprise, and judges are bribed to make the right decision if the victim goes to court.
-"white". Professional raider capture - it is just that. Unbearable conditions for the continued existence of the enterprise are quite legitimately created. Overwhelming loans are imposed, a game of "mergers and acquisitions" is started. They are also rare, as they require a lot of time, money and professional performers.
So what are the methods most commonly used by raiders?
1. Theft and substitution of accounting documents
With a certain amount of negligence, a flimsy archive door or a typical safe in which "for show" is stored accounting documentation, for example, the register of shareholders, you can always profit extremely important documents. The original registry in this case is destroyed, and in its place is made new registry with a modified list of registered persons, with the "necessary" shares of ownership.
There were cases when, without a twinge of conscience, they did not collect minority shareholders bit by bit, but simply rewrote the owner of a controlling stake. New owner convened a meeting, and in which case, showed the court a document where he was the full owner of the enterprise.
2. Issue of shares
Using holes in the legislation, the raiders will always be able to issue an additional number of shares in your company. The number will be significant and decisive, and the buyer will work in a team of raiders. Everything will be presented as a search for investments in an enterprise, which in itself is a good thing. However, all this will not only significantly reduce the share of dividends, but will also undermine the position of the real holders of the controlling stake, because they will no longer have more shares in their hands.
3. Small and bold
As you know, if you buy one share, then you are already a full shareholder, only a minority shareholder. So, the raiders can organize a whole team of such loners, and then they hold a “secret” meeting and elect new advice directors and management of the enterprise.
Then a lawsuit is filed in court, they say, the new bosses, more efficient, are not allowed to work by the old owners. The “correct” decision of the court and the technology of forcibly disrupting the meeting of the “old” shareholders can help here, because according to the law, if it was not possible to collect a quorum for the first time, then 30% is enough for a second meeting - that very handful of minority shareholders.
4. Purchase of accounts payable
If your enterprise is not so prosperous and applies to the bank for business development loans, this is a risk. If there are many such loans, this is a big risk and a bait for raiders. They may well start buying up accounts payable, especially overdue ones, and, in the end, you will find yourself in debt to the invaders. The most dangerous thing is that there is nothing illegal in this method, and even if you borrowed from the budget, this will not save you from buying up your debts by a third party.
5.PR
If your enterprise is “heavy industrial”, and God forbid, it dumps some waste into some river, the raiders will easily hire a team of imaginary, and maybe real (everyone loves money) Greenpeace people. This team will picket at the gate, sabotage the normal operation of the enterprise and demand that they be granted participation in manufacturing process for control.
For efficiency, you may be required to include them as shareholders, or they will simply create an image for the management of the stranglers and destroyers of all life, subconsciously weeding out potential partners and markets. That's when a person will knock on your door and offer to pacify the "greens" for a post in the leadership. Further - according to the above schemes.
Unfortunately, raiding is not easy to resist. Legal schemes are intertwined with illegal ones, and only high-class lawyers will help you figure out and protect your case. Of course, you need to keep important documents under lock and key and effectively manage your loans. Publicizing the forthcoming “capture” will be no less effective, because it is beneficial for the raider that the change of power should go as unnoticed as possible.