No Marketability Discount Applied to Determine Fair Value of Oppressed Shareholder's Stock

Business Valuation Update BVLaw
Legal and Court Case Update
November 2, 1999
3651 Household Audio and Video Equipment
334310 Audio and Video Equipment Manufacturing
dissenting shareholder
buy-sell agreement, fair value, breach of fiduciary duty, discount for lack of marketability (DLOM), minority oppression

Advanced Communication Design, Inc. v. Follett (I)
601 N.W.2d 707, 1999 Minn. App. LEXIS 1181
US
State Court
Minnesota
Court of Appeals
Forsberg

Summary

The issues in this breach of fiduciary duty case were: (1) whether a discount for lack of marketability should be applied in valuing a minority shareholder's shares when the sale results in the buyer becoming the sole owner of the company; (2) whether a minority shareholder has a fiduciary duty to other shareholders; and (3) whether the trial court abused its discretion in making the payment to the minority shareholder payable over 10 years.

See Also

Advanced Communication Design, Inc. v. Follett (I)

At issue is whether the district court erred as a matter of law in not applying a lack of marketability discount when evaluating Follett's stock.