California Corporations Code Section 1304
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California Laws > Corporations Code > California Corporations Code Section 1304
1304. (a) If the corporation denies that the shares are dissenting
shares, or the corporation and the shareholder fail to agree upon the
fair market value of the shares, then the shareholder demanding
purchase of such shares as dissenting shares or any interested
corporation, within six months after the date on which notice of the
approval by the outstanding shares (Section 152) or notice pursuant
to subdivision (h) of Section 1110 was mailed to the shareholder, but
not thereafter, may file a complaint in the superior court of the
proper county praying the court to determine whether the shares are
dissenting shares or the fair market value of the dissenting shares
or both or may intervene in any action pending on such a complaint.
(b) Two or more dissenting shareholders may join as plaintiffs or
be joined as defendants in any such action and two or more such
actions may be consolidated.
(c) On the trial of the action, the court shall determine the
issues. If the status of the shares as dissenting shares is in issue,
the court shall first determine that issue. If the fair market value
of the dissenting shares is in issue, the court shall determine, or
shall appoint one or more impartial appraisers to determine, the fair
market value of the shares.
Last modified: February 22, 2013