§ 7119 — Appraisal of shares of dissenting shareholder on merger or consolidation of domestic company or on acquisition of minority interests in a...

New York § 7119

• Jurisdiction: New York
• Law ISC: Insurance
• Art. 71: Merger, Consolidation, Redomestication, Acquisition of Assets and Acquisition of Certain Shares of Insurers

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§ 7119. Appraisal of shares of dissenting shareholder on merger or\nconsolidation of domestic company or on acquisition of minority\ninterests in a subsidiary insurer. (a) A shareholder of a domestic\ncompany, by complying with section six hundred twenty-three of the\nbusiness corporation law except as otherwise provided in subsections (b)\nand (c) hereof, shall have the right to receive payment for the fair\nvalue of his shares, and such other rights and benefits as are provided\nby such section of the business corporation law, in the following cases:\n (1) a shareholder entitled to vote who does not assent to the taking\nof any action specified in section seven thousand one hundred two of\nthis article; or\n (2) a shareholder whose shares are acquired pursuant to section seven\nthousand one hundred eighteen of this article.\n (b) A shareholder who elects to dissent from an acquisition proposed\nunder section seven thousand one hundred eighteen of this article shall,\nin lieu of the procedures set forth in paragraphs (a), (b) and (c) of\nsection six hundred twenty-three of the business corporation law, file a\nwritten notice of his election to dissent with the parent within twenty\ndays after the delivery to him of either a copy of the plan or a summary\nthereof pursuant to subsection (e) of section seven thousand one hundred\neighteen of this article.\n (c) For purposes of this section, the provisions of section six\nhundred twenty-three of the business corporation law, other than\nparagraphs (i) and (m) thereof, are applicable except that:\n (1) the references to "this chapter" in paragraph (a) of such section\nof the business corporation law are deemed to refer to this article;\n (2) in the case of shares acquired pursuant to section seven thousand\none hundred eighteen of this article, the references to "shareholders'\nauthorization date" in paragraph (g) of such section of the business\ncorporation law are deemed to refer to the date of delivery of the plan\nor a summary thereof as provided in subsection (e) of section seven\nthousand one hundred eighteen of this article; and\n (3) upon payment of the value of the shares of a shareholder who has\ndissented from a merger or consolidation, as provided in paragraph (g)\nor (h) of such section of the business corporation law, the shares shall\nbe cancelled.\n