§ 17-17-116 — 17-17-116. Court action to compel purchase

Wyoming § 17-17-116

• Jurisdiction: Wyoming
• Title 17: Corporations, Partnerships and Associations
• Ch. 17: CLOSE CORPORATION SUPPLEMENT
• Art. 1: PROVISIONS

Text

(a) If an offer to purchase shares made under W.S.
17-17-115 is rejected, or if no offer is made, the person
exercising the compulsory purchase right may commence a
proceeding against the corporation to compel the purchase in the
district court of the county where the corporation's principal
office, or, if none in this state, its registered office, is
located. The corporation at its expense shall notify in writing
all of its shareholders, and any other person the court directs,
of the commencement of the proceeding. The jurisdiction of the
court in which the proceeding is commenced under this subsection
is plenary and exclusive.
(b) The court shall determine the fair value of the shares
subject to compulsory purchase in accordance with the standards
set forth in W.S. 17-17-142 together with terms for the
purchase. Upon making these determinations the court shall
order the corporation to purchase or cause the purchase of the
shares or empower the person exercising the compulsory purchase
right to have the corporation dissolved.
(c) After the purchase order is entered, the corporation
may petition the court to modify the terms of purchase and the
court may do so if it finds that changes in the financial or
legal ability of the corporation or other purchaser to complete
the purchase justify a modification.
(d) If the corporation or other purchaser does not make a
payment required by the court's order within thirty (30) days of
its due date, the seller may petition the court to dissolve the
corporation and, absent a showing of good cause for not making
the payment, the court shall do so.
(e) A person making a payment to prevent or cure a default
by the corporation or other purchaser is entitled to recover the
payment from the defaulter.