§ 604 — Rights of dissenting stockholders

New York § 604

• Jurisdiction: New York
• Law BNK: Banking
• Art. 13: Merger; Voluntary Dissolution; Superintendent's Taking Possession; Reorganization; Liquidation

Text

§ 604. Rights of dissenting stockholders.\n The following stockholders shall, subject to and by complying with\nsection six thousand twenty-two of this chapter, have the right to\nreceive payment of the fair value of their shares and the other rights\nand benefits provided by such section:\n 1. In the case of a merger pursuant to a plan submitted to\nstockholders as provided in subdivision two of section six hundred one\nof this chapter, any stockholder of the merging corporation entitled to\nvote thereon who does not assent thereto;\n 2. In the case of a plan of acquisition of assets submitted to\nstockholders as provided in subdivision two of section six hundred one-a\nof this chapter, any stockholder of the selling corporation entitled to\nvote thereon who does not assent thereto; and\n 3. In the case of a sale, lease, exchange or other disposition which\nrequires stockholder authorization under section six hundred one-c of\nthis chapter, any stockholder, entitled to vote thereon, of the\ncorporation making such sale, lease, exchange or other disposition who\ndoes not assent thereto, except in the case of a transaction wholly for\ncash where the stockholders' authorization thereof is conditioned upon\nthe distribution of all the net proceeds of such transaction to the\nstockholders in accordance with their respective interests within one\nyear after the date of such transaction and upon the dissolution of the\ncorporation.\n