Text: HF00281 Text: HF00283 Text: HF00200 - HF00299 Text: HF Index Bills and Amendments: General Index Bill History: General Index
PAG LIN
1 1 Section 1. Section 524.1406, Code 1999, is amended by
1 2 adding the following new subsection:
1 3 NEW SUBSECTION. 3. a. Notwithstanding any contrary
1 4 provision in chapter 490, division XIII, in determining the
1 5 fair value of the shareholder's shares under this section, due
1 6 consideration shall be given to valuation issues acknowledged
1 7 and authorized by the Internal Revenue Code, as defined in
1 8 section 422.3, including discounts for minority interests and
1 9 discounts for lack of marketability.
1 10 b. If a state or national bank commences an action to
1 11 determine the fair value of dissenters' shares as provided in
1 12 section 490.1330, and the board of directors of the state or
1 13 national bank subsequently determines that payment to
1 14 dissenting shareholders of the fair value as determined in the
1 15 action would not be in the state or national bank's best
1 16 interests, the board of directors may negate the merger
1 17 subject to dissent, and return shares deposited with the state
1 18 or national bank to the owners of the shares.
1 19 EXPLANATION
1 20 This bill relates to the determination of fair value of a
1 21 dissenting shareholder's shares in a state or national bank
1 22 which is a party to a merger. The bill provides that in
1 23 determining the fair value of the shareholder's shares, due
1 24 consideration must be given to valuation issues acknowledged
1 25 and authorized by the Internal Revenue Code, as defined in
1 26 Code section 422.3, including discounts for minority interests
1 27 and discounts for lack of marketability.
1 28 The bill provides that if a state or national bank
1 29 commences an action to determine the fair value of dissenters'
1 30 shares, and the board of directors of the state or national
1 31 bank subsequently determines that payment to dissenting
1 32 shareholders of the fair value as determined in the action
1 33 would not be in the state or national bank's best interests,
1 34 the board of directors may negate the merger subject to
1 35 dissent, and return shares deposited with the state or
2 1 national bank to the owners of the shares.
2 2 LSB 2035HH 78
2 3 mj/jw/5
Text: HF00281 Text: HF00283 Text: HF00200 - HF00299 Text: HF Index Bills and Amendments: General Index Bill History: General Index
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