Blitch v. Peoples Bank

Johnson, Chief Judge.

Under Georgia’s dissenters’ rights statute, which is modeled after the Revised Model Business Corporations Act, shareholders in a corporation may dissent from certain corporate actions and be paid the fair value of their shares. Although Georgia’s statute does not expressly indicate whether a court may discount the fair value of shares because the shareholder is in the minority or because there is no public market for the shares, the Model Act was recently amended to provide that such minority and marketability discounts are improper. And the majority of states with…