SCOJ 2007 No.30

The Bull-dog Sauce case arose from the first use of a poison pill by a Japanese company,[1] and resulted in the Supreme Court's first ruling on the subject of takeover defenses.

[8] In that case, the High Court ruled that a board of directors was generally not allowed to issue discriminatory stock warrants to prevent a shareholder from effecting a hostile takeover.

The High Court laid out four examples of clearly abusive motives: (1) greenmail; (2) "scorched earth" tactics (e.g. pillaging intellectual property); (3) aiming to use the target company's assets to pay off the bidding company's debts; (4) aiming to sell off assets to produce a large one-time dividend.

1985) was a 1985 Delaware Supreme Court case that established standards for determining the acceptability of takeover defense tactics such as the poison pill.

The Supreme Court decision was widely seen as a validation of the legality of the poison pill takeover defense scheme under Japanese law.

[26] In November 2007, Bull-Dog Sauce estimated a consolidated net loss of 1.7 billion yen for the full year to March, largely as a result of the fight against Steel Partners.