North Pole, Inc., approved a plan to merge with its subsidiary, Santa's Workshop, Inc. The merger plan

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North Pole, Inc., approved a plan to merge with its subsidiary, Santa's Workshop, Inc. The merger plan provided that certain of Workshop's shareholders would receive $3.50 per share. The highest independent appraisal of the stock was $4.04 per share. Hirschfeld, Inc., a shareholder, claimed that the fair value was $16.80 per share. Workshop offered to make its corporate books and records available to Hirschfeld to assess the validity of the $16.80 demand. This offer was declined. Hirschfeld did not attempt to base the $16.80 demand on any recognizable method of stock valuation. Hirschfeld contended that it had a right to get the asking price. Refer to RMBCA §§13.02, 13.28, and 13.31. Could Hirschfeld have blocked the merger until Workshop paid the $16.80? Decide. [Santa's Workshop v. Hirschfeld, Inc., 851 P.2d 265 (Colo. App.)]
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Andersons Business Law and the Legal Environment

ISBN: 978-1305575080

23rd edition

Authors: David P. Twomey, Marianne M. Jennings, Stephanie M Greene

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