New York Insurance Law Section 7119 - Appraisal of shares of dissenting shareholder on merger or consolidation of domestic company or on acquisition of minority interests in a subsidiary i

  7119.  Appraisal  of  shares of dissenting shareholder on merger or
  consolidation  of  domestic  company  or  on  acquisition  of   minority
  interests  in  a  subsidiary  insurer.  (a)  A shareholder of a domestic
  company, by complying with  section  six  hundred  twenty-three  of  the
  business corporation law except as otherwise provided in subsections (b)
  and  (c)  hereof,  shall  have the right to receive payment for the fair
  value of his shares, and such other rights and benefits as are  provided
  by such section of the business corporation law, in the following cases:
(1)  a  shareholder entitled to vote who does not assent to the taking
  of any action specified in section seven thousand  one  hundred  two  of
  this article; or
(2)  a shareholder whose shares are acquired pursuant to section seven
  thousand one hundred eighteen of this article.
(b) A shareholder who elects to dissent from an  acquisition  proposed
  under section seven thousand one hundred eighteen of this article shall,
  in  lieu  of  the procedures set forth in paragraphs (a), (b) and (c) of
  section six hundred twenty-three of the business corporation law, file a
  written notice of his election to dissent with the parent within  twenty
  days after the delivery to him of either a copy of the plan or a summary
  thereof pursuant to subsection (e) of section seven thousand one hundred
  eighteen of this article.
(c)  For  purposes  of  this  section,  the  provisions of section six
  hundred  twenty-three  of  the  business  corporation  law,  other  than
  paragraphs (i) and (m) thereof, are applicable except that:
(1)  the references to "this chapter" in paragraph (a) of such section
  of the business corporation law are deemed to refer to this article;
(2) in the case of shares acquired pursuant to section seven  thousand
  one  hundred  eighteen of this article, the references to "shareholders'
  authorization date" in paragraph (g) of such  section  of  the  business
  corporation  law are deemed to refer to the date of delivery of the plan
  or a summary thereof as provided in  subsection  (e)  of  section  seven
  thousand one hundred eighteen of this article; and
(3)  upon  payment of the value of the shares of a shareholder who has
  dissented from a merger or consolidation, as provided in  paragraph  (g)
  or (h) of such section of the business corporation law, the shares shall
  be cancelled.

Last modified: February 3, 2019