Revising the Delaware Appraisal Statute

Abstract

Modern appraisal statutes are a mess. Although these statutes were originally designed to provide liquidity to minority shareholders after fundamental changes in corporate form, today they are supposed to function more as a check on majority shareholder opportunism. Unfortunately, they do a very poor job of achieving either goal. Delaware, with the nation's most important coporate appraisal statute, bears the burden of trying to reform this remedy to make it more useful.

Keywords: Delaward, appraisal, statute