Sec. 33-861. Notice of intent to demand payment.
Sec. 33-861. Notice of intent to demand payment. (a) If proposed corporate action requiring appraisal rights under section 33-856 is submitted to a vote at a shareholders' meeting, a shareholder who wishes to assert appraisal rights with respect to any
class or series of shares: (1) Must deliver to the corporation before the vote is taken
written notice of the shareholder's intent to demand payment if the proposed action is
effectuated, and (2) must not vote, or cause or permit to be voted, any shares of such
class or series in favor of the proposed action.
(b) A shareholder who does not satisfy the requirements of subsection (a) of this
section is not entitled to payment under sections 33-855 to 33-872, inclusive.
(P.A. 94-186, S. 151, 215; P.A. 01-199, S. 19.)
History: P.A. 94-186 effective January 1, 1997; P.A. 01-199 rephrased provisions, made technical changes and amended
Subsec. (a) to replace "creating dissenters' rights" with "requiring appraisal rights", replace "assert dissenters' rights" with
"assert appraisal rights with respect to any class or series of shares", provide in Subdiv. (2) that the shareholder must not
"cause or permit to be voted" any shares "of such class or series" and make technical changes for purposes of gender
neutrality.
Annotations to former section 33-374:
Cited. 178 C. 262.
Cited. 1 CA 14.
Under former statute, 33-19, the valuation of shares was not an award subject to confirmation by the court but merely
created a debt from the corporation to the shareholder. 21 CS 488. Remedy of appraisal set forth in this section is exclusive
and precludes any other action. 44 CS 12.
Subsec. (g):
Where trier of fact has right, under statute, to determine fair value he may select a legally recognized measure of value
such as marker value. 1 CA 14.