(Download) "Matter Appraisal Enstar Corporation v." by Supreme Court of Delaware # Book PDF Kindle ePub Free
eBook details
- Title: Matter Appraisal Enstar Corporation v.
- Author : Supreme Court of Delaware
- Release Date : January 30, 1987
- Genre: Law,Books,Professional & Technical,
- Pages : * pages
- Size : 66 KB
Description
This appeal by Enstar Corporation (Enstar) presents issues relating to the perfection of stock appraisal rights under 8 Del.C.
§ 262 (1983) by persons whose shares are held in "street" or nominee names. Thus, we are required to address the
definition of the term "stockholder" in Section 262(a). Plaintiffs Lucie Senouf and Margaret S. Earle brought these consolidated appraisal actions in the Court of Chancery against
Enstar following a merger between Enstar and Unimar Subsidiary, Inc. (Unimar). The plaintiffs' shares were registered in the
name of a nominee, CEDE & Co., (CEDE), but their demands for appraisal were not made by or on behalf of the actual holder
of record, CEDE. The Court of Chancery, nonetheless, ruled that plaintiffs' demands for an appraisal were valid since the
corporation had "reasonable constructive notice" that plaintiffs' shares were held by a nominee. Thus, we confront the phrase
in Section 262(a) that "the word 'stockholder' means a holder of record of stock in a stock corporation" for purposes of demanding
an appraisal.
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