Without such access and protection, majority shareholders could freeze out minority shareholders for minimal consideration, leaving injured shareholders without a remedy at law.
131) These benefits include "such things as the certainty of being able to direct operations, obtain further (potential) synergies, freeze out the minority shareholders, and choose the time for payouts through dividends, liquidation, or recapitalization.
Appraisal facilitates the market for corporate control by giving majority shareholders almost unlimited discretion to freeze out their minority counterparts.
A sampling of topics includes the state law appraisal remedy; federal regulation of stock purchases and tender offers under the Williams Act; and state and federal duties related to takeover defenses, sales of corporate control, and freeze outs
of minority shareholders.