A minority shareholder can use this option to block a buyout if the management, while working with the majority shareholders, engineered the buyout in such a way that it would benefit the majority while hurting the financial interests of the minority. This cause of action is called “fraud on the minority.” If the shareholder can prove the fraud, he can block the buyout.
Appraisal Rights
If a minority shareholder does not feel the terms of the buyout are fair, but does not wish to stay with the company, he can file for appraisal. This allows a court to evaluate the value of the shareholder’s stock. The court can then compel the business to buy back the shares at the price set by the court. The right of appraisal does not require the stockholder to show that the corporation did anything illegal or breached any of its duties to the shareholder.
And, hell, it looks like a buyout would be a welcome thing with open arms -- then we can demand .20 to .50 a share or even more. Too bad there's zero chance of your fairy tale happening.
Raw
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