Iowa § 490.1325 After-acquired shares

Iowa Statutes

§ 490.1325 — After-acquired shares

Iowa § 490.1325

Title XIIBUSINESS ENTITIES

Ch. 490BUSINESS CORPORATIONS

This text of Iowa § 490.1325 (After-acquired shares) is published on Counsel Stack Legal Research, covering Iowa primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Iowa Code § 490.1325 (2026).

Text

1.A corporation may elect to withhold payment required by section 490.1324 from any shareholder who was required to, but did not certify that beneficial ownership of all of the shareholder’s shares for which appraisal rights are asserted was acquired before the date set forth in the appraisal notice sent pursuant to section 490.1322, subsection 2, paragraph “a”.

2.If the corporation elected to withhold payment under subsection 1, within thirty days after the form required by section 490.1322, subsection 2, paragraph “b”, subparagraph (2), is due, the corporation shall notify all shareholders who are described in subsection 1 regarding all of the following:

a.Of the information required by section 490.1324, subsection 2, paragraph “a”.

b.Of the corporation’s estimate of fair value pursu

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1. A corporation may elect to withhold payment required by section 490.1324 from any
shareholder who was required to, but did not certify that beneficial ownership of all of the
shareholder’s shares for which appraisal rights are asserted was acquired before the date set
forth in the appraisal notice sent pursuant to section 490.1322, subsection 2, paragraph “a”.
2. If the corporation elected to withhold payment under subsection 1, within thirty days
after the form required by section 490.1322, subsection 2, paragraph “b”, subparagraph (2), is
due, the corporation shall notify all shareholders who are described in subsection 1 regarding
all of the following:
a. Of the information required by section 490.1324, subsection 2, paragraph “a”.
b. Of the corporation’s estimate of fair value pursuant to section 490.1324, subsection 2,
paragraph “b”.
c. That they may accept the corporation’s estimate of fair value, plus interest, in full
satisfaction of their demands or demand appraisal under section 490.1326.
d. That those shareholders who wish to accept such offer shall so notify the corporation
of their acceptance of the corporation’s offer within thirty days after receiving the offer.
e. That those shareholders who do not satisfy the requirements for demanding appraisal
under section 490.1326 shall be deemed to have accepted the corporation’s offer.
3. Within ten days after receiving the shareholder’s acceptance pursuant to subsection 2,
paragraph “d”, the corporation shall pay in cash the amount it offered under subsection 2,
paragraph “b”, plus interest to each shareholder who agreed to accept the corporation’s offer
in full satisfaction of the shareholder’s demand.
4. Within forty days after delivering the notice described in subsection 2, the corporation
shall pay in cash the amount it offered to pay under subsection 2, paragraph “b”, plus interest
to each shareholder described in subsection 2, paragraph “e”.