Exchange Currency

fair price provision

State law or a bylaw of a corporation's charter that compels a bidder for the corporation's majority stock to pay at least the fair market price for the stock held by minority stockholders. This price is usually computed as a multiple of the target firm's price-to-earnings (P/E) ratio. The P/E ratio is based either on the target firm's historical earnings or from a combination of the firm's and its industry's P/E ratio. In some cases the fair price is fixed as a specific sum, or it may be stated as the maximum price paid by the bidder for any portion of the firm's ordinary stock. In a two-tier takeover attempt, this provision ensures that the stockholders who tender their stock in the second tier receive at least the same price as those who tendered their stock in the first tier. The fair price provision can be annulled by the target firm's board of directors upon a super-majority decision, usually requiring 95% of the voting rights.

Related information about fair price provision:
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    Definition of fair price provision: State law or a bylaw of a corporation's charter that compels a bidder for the corporation's majority stock to pay at least the fair ...
     
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  5. What is FAIR PRICE PROVISION? - The Law Dictionary
    Definition of FAIR PRICE PROVISION: A legal provision that protects a company from an ACQUISITION based on a TWOTIER BID (i.e., a first tier comprised of ...
     
  6. Fair Price Provision Definition
    Fair Price Provision Refer: appraisal rights. Shareholders' rights to ask for independently appraised fair price for shares in a merger.
     
  7. Financial ABC's - Shark repellent
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  8. The Obstacles in the Hostile Bid for Vulcan - NYTimes.com
    Dec 13, 2011 ... Vulcan also has a fair price provision in its charter that is vaguely written (more on that below) but arguably requires that any stockholder who ...