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Article
An Appraisal of the Model Business Corporation Act’s Appraisal Rights Provisions
Law and Contemporary Problems
  • Mary Siegel
Disciplines
Abstract
Siegel examines four fundamental differences between the Delaware General Corporation Law and the Model Business Corporation Act (MBCA). In the area of shareholder appraisal rights, the two statutes are diametrically opposed on many key elements. Most notably, MBCA chapter 13 on appraisal rights differs from Delaware's statutory appraisal provisions in four fundamental respects: 1. events that will trigger a shareholder's right to demand appraisal, 2. timing of the corporation's payment to shareholders demanding appraisal rights, 3. allocation of court costs and shareholder expenses, and 4. whether the market-out exception to appraisal rights is limited only to appraisal-triggering transactions that are not conflict-of-interest transactions.
Publication Date
1-1-2011
Citation Information
Mary Siegel. "An Appraisal of the Model Business Corporation Act’s Appraisal Rights Provisions" (2011) p. 231 - 252
Available at: http://works.bepress.com/mary_siegel/2/