§ 55-13-01. Definitions. - North Carolina Statutes

Article13.

Dissenters' Rights.

Part 1.  Right to Dissent andObtain Payment for Shares.

§ 55‑13‑01. Definitions.

In this Article:

(1)        "Corporation"means the issuer of the shares held by a dissenter before the corporate action,or the surviving or acquiring corporation by merger or share exchange of thatissuer.

(2)        "Dissenter"means a shareholder who is entitled to dissent from corporate action under G.S.55‑13‑02 and who exercises that right when and in the mannerrequired by G.S. 55‑13‑20 through 55‑13‑28.

(3)        "Fairvalue", with respect to a dissenter's shares, means the value of theshares immediately before the effectuation of the corporate action to which thedissenter objects, excluding any appreciation or depreciation in anticipationof the corporate action unless exclusion would be inequitable.

(4)        "Interest"means interest from the effective date of the corporate action until the dateof payment, at a rate that is fair and equitable under all the circumstances,giving due consideration to the rate currently paid by the corporation on itsprincipal bank loans, if any, but not less than the rate provided in G.S. 24‑1.

(5)        "Recordshareholder" means the person in whose name shares are registered in therecords of a corporation or the beneficial owner of shares to the extent of therights granted by a nominee certificate on file with a corporation.

(6)        "Beneficialshareholder" means the person who is a beneficial owner of shares held ina voting trust or by a nominee as the record shareholder.

(7)        "Shareholder"means the record shareholder or the beneficial shareholder. (1925,c. 77, s. 1; 1943, c. 270; G.S., s. 55‑167; 1955, c. 1371, s. 1; 1969, c.751, s. 39; 1973, c. 469, ss. 36, 37; 1989, c. 265, s. 1.)