How adequate minorities are protected under Delaware and United Kingdom Law?

Abstract

Modern corporation statutes rendered the minorities subject to possible abuse by the majority. In return minorities have been provided by limited statutory rights. In Delaware, the limited statutory right is the appraisal right. This right grants the shareholder of a Delaware corporation the right to dissent from major transactions such as mergers and consolidation and receive the fair value of the shares determined by the court. Nevertheless, this thesis argues that appraisal rights do not provide a minority shareholder with an adequate protection, especially in a freeze out transaction. With regards to the United Kingdom, this thesis argued that minority shareholders are adequately protected by strong minority protection tools.