みなと国際会計事務所 Accounting Intelligence blog by a CPA in Tokyo

みなと国際会計事務所 Accounting Intelligence blog by a CPA in Tokyo, tax tips, accounting, running business

Right to sell its shares at fair value by opposition shareholders

time 2015/08/18

In case of M&A, opposition shareholder can sell its shares to the company at fair value

 

1) Shareholders that do not approve its merger (shareholders of a company that is resolved to be merged by another company) can claim to sell its shares at fair value (Company Law #785).

2) To withdraw its request to sell the shares, shareholder needs to get approval by the company (meaning, you can not withdraw its request to sell your shares freely.) (Company Law #785(6)).
“Fair values” usually menans “net asset value” or valuation by DCF (discount cash flow) method.

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