In Minnesota, Directors’ Determination of FV Is Binding, Absent Fraud

Business Valuation UpdateVol. 17 No. 12
Legal and Court Case Update
December 2011
1423 Crushed and Broken Granite
breach of fiduciary duty

U.S. Bank, N.A. v. Cold Spring Granite Co. (II)
802 N.W.2d 363; 2011 Minn. LEXIS 548 (Minn. 2011)
September 7, 2011
US
State Court
Minnesota
Supreme Court
Schmidt Financial and Neil Lapidus (plaintiffs); Arthur Cobb and Jason Vavra (defendants)
Anderson

Summary

Minnesota Supreme Court affirms that, absent showing of fraud, a board’s determination of fair value in the context of a reverse stock split is conclusive.

See Also

U.S. Bank, N.A. v. Cold Spring Granite Co. (II)

Minnesota Supreme Court affirms that, absent showing of fraud, a board’s determination of fair value in the context of a reverse stock split is conclusive.