Mississippi Section 262 of the Delaware General Corporation Law, also known as the appraisal rights statute, provides shareholders with the right to demand fair value for their shares in certain corporate transactions. This statute ensures that shareholders receive fair compensation in the event of a significant corporate change, such as a merger or consolidation. Under Mississippi Section 262, shareholders who dissent to a proposed corporate action, such as a merger, may exercise their appraisal rights. This means they can file a written notice of dissent with the corporation and demand an independent appraisal of the fair value of their shares. The corporation then has a set period to respond and provide a counteroffer to the dissenting shareholders. The appraisal process under Mississippi Section 262 is carried out by an appraiser who determines the fair value of the shares that the dissenting shareholder is entitled to receive. This fair value is typically calculated based on the intrinsic worth or future earning potential of the shares. There are various types of transactions covered under Mississippi Section 262, including mergers, consolidations, sales, or other transactions resulting in the acquisition or disposition of assets. It is important for shareholders to understand their rights and options under this law, as it provides a means for them to protect their interests and receive fair compensation for their shares. In addition to protecting the interests of dissenting shareholders, Mississippi Section 262 also serves as a deterrent against unfair or oppressive corporate actions. It ensures that shareholders are not involuntarily forced into a transaction where they may suffer monetary loss. Overall, Mississippi Section 262 of the Delaware General Corporation Law is a crucial statute designed to safeguard shareholders' rights in corporate transactions. By providing an avenue for dissenting shareholders to demand fair value for their shares, it ensures transparency, fairness, and accountability in the corporate governance of Delaware corporations.
Mississippi Section 262 of the Delaware General Corporation Law
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(a) Whenever stockholders are required or permitted to take any action at a meeting, a notice of the meeting in the form of a writing or electronic transmission shall be given which shall state the place, if any, date and hour of the meeting, the means of remote communications, if any, by which stockholders and proxy ...
The Delaware General Corporation Law (Title 8, Chapter 1 of the Delaware Code) is the statute of the Delaware Code that governs corporate law in the U.S. state of Delaware. The statute was adopted in 1899. Since then, Delaware has become the most prevalent jurisdiction in United States corporate law.
Section 265 - Conversion of other entities to a domestic corporation (a) As used in this section, the term "other entity" means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership ( ...
A bylaw amendment adopted by stockholders which specifies the votes that shall be necessary for the election of directors shall not be further amended or repealed by the board of directors.
Any stockholder entitled to appraisal rights may, within 20 days after the date of mailing of such notice, demand in writing from the surviving or resulting corporation the appraisal of such holder's shares.
(a) Any 1 or more corporations of this State may merge or consolidate with 1 or more limited liability companies, unless the laws of the jurisdiction or jurisdictions under which such limited liability company or limited liability companies are formed prohibit such merger or consolidation.
§ 312. Revival of certificate of incorporation. (a) As used in this section, the term ?certificate of incorporation? includes the charter of a corporation organized under any special act or any law of this State.