In Uruguay, acquirers are mandatorily required to make a tender offer to all the shareholders of a publicly listed company in the following cases:
- when they acquire (directly or indirectly) a percentage of shares representing more than 50% of the necessary votes to adopt decisions in a shareholders' meeting;
- when the percentage of votes mentioned above is reached as a consequence of a merger or another form of takeover;
- when one of the shareholders reaches the percentage of votes mentioned above as a consequence of a capital reduction of the listed company;
- when one of the shareholders reaches the percentage mentioned above as a consequence of the exercise of a right of conversion, subscription, acquisition of shares or similar of a listed company; or
- when a shareholder has the right to appoint the majority of the members of the Board.