Grounds include deadlock, oppression, waste, illegality, and inability to achieve the entity's purpose. Courts treat dissolution as a remedy of last resort and frequently order buyout instead.
Statutory buyout elections avoid dissolution.
Alternative Names:
Judicial Dissolution Claim|Corporate Dissolution Claim
Why it Matters?
The buyout election converts most dissolution petitions into valuation proceedings, since the corporation or other shareholders may purchase the petitioner's interest at fair value and moot the dissolution request. Election deadlines are short and measured from the petition, which makes prompt evaluation necessary. Fair value determination excludes minority and marketability discounts in most jurisdictions, which raises the price above fair market value.
Frequently Confused with
Related terms
Frequently asked questions
How are most dissolution petitions resolved?
How is fair value determined?
