Parker v. Parker
In New Jersey fair value determination, following precedent, court finds defendant’s conduct justifies use of a marketability discount because he was oppressing shareholder who created “extraordinary circumstances” necessitating forced buyout; court rejec ...
Affirmation of DLOM Rulings Augurs End to Shareholder Fight
In dissenting shareholder suit, appeals court upholds trial court’s finding that prevailing DCF analysis did not account for illiquidity by way of a separate marketability discount, as well as court’s finding that appropriate DLOM rate was 25%.
Wisniewski v. Walsh (Wisniewski II)
In dissenting shareholder suit, appeals court upholds trial court’s finding that prevailing DCF analysis did not account for illiquidity by way of a separate marketability discount, as well as court’s finding that appropriate DLOM rate was 25%.
Fair Value Damages Potentially Include Strategic Premium
One of the issues in this shareholder dispute was the proper measure of damages owed to minority shareholders who were bought out at substantially less than subsequent sale price to a strategic buyer.
Judith A. Lawton et al. v. Robert Nyman et al.
Following trial, the district court found officers and directors with voting control of a closely held family corporation, Nyman Manufacturing Co., to be in breach.
Theory of Damages for Closely Held Company’s Officers’ Breach of Fiduciary Duty of Disclosure in Connection With Redemption of Corporate Stock Explored
The U.S. Court of Appeals considered the fiduciary duties between majority and minority shareholders in a closely held company and damages flowing from that breach.
Low-End Revenue Multiplier Accounts for Corporate Debts
This case involved a claim for unpaid commissions and stock buyout valuation by Jon Billigmeier, the minority owner of Concorde Marketing Inc. , against the corporation and Glenn Willing, the majority owner.
Billigmeier v. Concorde Marketing, Inc.
Claim for unpaid commissions and stock buyout valuation by the minority owner of Concorde Marketing, Inc. against the corporation and the majority owner.
Marketability discounts frequently a big money appraisal controversy
The applicability and/or magnitude of discounts for lack of marketability often are a large, if not the largest, money issue in a disputed business valuation. Lawyers should know enough about marketability discounts to make at least a preliminary judgment about their own and the opposing expert's justification as to the applicability or lack if it, and if applicable, justification as to the magnitude.
Dissolution actions yield less than fair market enterprise value
While virtually all states have dissenters' rights appraisal statutes, only a few states have "dissolution statutes," addressing a minority stockholder's right to receive "fair value" in instances of ...
Christians v. Universal Nurses of Houston, Inc.
Issue is whether leases were entered into at less than fair value.
Verdict Reversed Due to Insufficient Evidence of Lease Values
In this combined minority oppression, breach of fiduciary duty, and shareholder derivative action, 20% shareholder Linda Stafford claimed that majority shareholders Linda Christians and Doug Christians inappropriately entered into furniture and equipment leases with Universal Nurses of Houston Inc. at less than fair value.
Valuing a Business 4th edition now out; Reflects growing consensus
The fourth edition of Valuing a Business is finally available, and I am quite pleased with the resulting product. The very extensive amount of updated and new material is a testament to the ...
Application of Discounts in Valuing Usurpation Claim Was Error
This litigation involves two closely held corporations and one partnership.
Powell v. Anderson (I)
At issue is the valuation of appellant's interest in the defendant's paper box manufacturing company.
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.
No Marketability Discount Applied to Determine Fair Value of Oppressed Shareholder's Stock
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.
1999 Guide to Business Valuations has "fair value" chapter, much more
The new 1999 Guide to Business Valuations contains more new material than any edition in several years.
IBA Conference
n The court appointed expert Darrell V. Arne, CBA, ASA, CPA, CBI Arne & Co. Albuquerque, NM Darrell emphasized that there is a demand for court-appointed experts, courts and litig ...