appraisal

A valuation or an estimation of value of property by disinterested persons of suitable qualifications. The process of ascertaining a value of an asset or liability that involves expert opinion rather than explicit market transactions.

See also appraise

In corporate law, a limited statutory right granted to minority shareholders who object to certain fundamental transactions such as mergers. In an appraisal proceeding a court determines the appraised value of their shares and the corporation pays such appraised value to the shareholder in cash. The Revised Model Business Corporation Act uses the term "dissenters' rights to obtain payment for their shares" to describe this right. An appraisal right exists only to the extent specifically provided by statute.

See appraisal remedy

@ appraisal clause

Clause in insurance policy providing that the insurer has the right to demand an appraisal of the loss or damage

@ appraisal remedy

The dissenting shareholder's appraisal remedy is essentially a statutory creation to enable shareholders who object to certain extraordinary matters to dissent and to require the corporation to buy their shares at the value immediately prior to the approval of such matter and thus to withdraw from the corporation.

In different jurisdictions, the appraisal remedy often applies to sales of substantially all corporate assets other than in the regular course of business, mergers, and consolidations, more rarely to certain amendments of the articles of incorporation or miscellaneous matters, but usually not to dissolution. The appraisal remedy is often limited to shareholders of record entitled to vote on the matter

@ appraisal rights

See appraisal remedy

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