{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2026\/code-json\/13.1-739.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2026\/code-text\/13.1-739.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2026\/code-xml\/13.1-739.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2026\/code-html\/13.1-739.html"}],"law_id":346915,"edition_id":2,"section_id":346915,"structure_id":49800,"section_number":"13.1-739","catch_line":"Procedure if shareholder dissatisfied with payment or offer","history":"Code 1950, \u00a7\u00a7 13-85, 13.1-75, 13.1-78; 1956, c. 428; 1968, c. 733; 1972, c. 425; 1975, c. 500; 1984, c. 613; 1985, c. 522; 2005, c. 765; 2019, c. 734.","full_text":"A\n\nA shareholder paid pursuant to § 13.1-737 who is dissatisfied with the amount of the payment must notify the corporation’s secretary in writing of that shareholder’s estimate of the fair value of the shares and demand payment of that estimate plus interest, less any payment under § 13.1-737. A shareholder offered payment under § 13.1-738 who is dissatisfied with that offer must reject the offer and demand payment of the shareholder’s stated estimate of the fair value of the shares plus interest.\n\nB\n\nA shareholder who fails to notify the corporation’s secretary in writing of that shareholder’s demand to be paid the shareholder’s stated estimate of the fair value plus interest under subsection A within 30 days after receiving the corporation’s payment or offer of payment under § 13.1-737 or 13.1-738, respectively, waives the right to demand payment under this section and shall be entitled only to the payment made or offered pursuant to those respective sections.\n\n","order_by":null,"text":{"0":{"id":1294203,"text":"A shareholder paid pursuant to § 13.1-737 who is dissatisfied with the amount of the payment must notify the corporation’s secretary in writing of that shareholder’s estimate of the fair value of the shares and demand payment of that estimate plus interest, less any payment under § 13.1-737. A shareholder offered payment under § 13.1-738 who is dissatisfied with that offer must reject the offer and demand payment of the shareholder’s stated estimate of the fair value of the shares plus interest.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":1294204,"text":"A shareholder who fails to notify the corporation’s secretary in writing of that shareholder’s demand to be paid the shareholder’s stated estimate of the fair value plus interest under subsection A within 30 days after receiving the corporation’s payment or offer of payment under § 13.1-737 or 13.1-738, respectively, waives the right to demand payment under this section and shall be entitled only to the payment made or offered pursuant to those respective sections.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A"}},"ancestry":[{"id":49800,"edition_id":2,"name":"Appraisal Rights and Other Remedies","identifier":"15","label":"article","depth":3,"order_by":20,"parent_id":49780,"metadata":{"child_laws":15,"child_structures":0},"date_created":"2026-08-02 02:15:40","date_modified":"2026-08-02 12:29:13","permalink":{"id":1377547,"object_type":"structure","relational_id":49800,"identifier":"15","token":"13.1\/9\/15","url":"\/13.1\/9\/15\/","edition_id":2,"permalink":0,"preferred":1}},{"id":49780,"edition_id":2,"name":"Virginia Stock Corporation Act","identifier":"9","label":"chapter","depth":2,"order_by":12,"parent_id":49726,"metadata":{"child_laws":265,"child_structures":27},"date_created":"2026-08-02 02:14:54","date_modified":"2026-08-02 12:29:09","permalink":{"id":1377165,"object_type":"structure","relational_id":49780,"identifier":"9","token":"13.1\/9","url":"\/13.1\/9\/","edition_id":2,"permalink":0,"preferred":1}},{"id":49726,"edition_id":2,"name":"Corporations","identifier":"13.1","label":"title","depth":1,"order_by":44,"parent_id":null,"metadata":{"child_laws":894,"child_structures":104},"date_created":"2026-08-02 02:14:01","date_modified":"2026-08-02 12:29:04","permalink":{"id":1374495,"object_type":"structure","relational_id":49726,"identifier":"13.1","token":"13.1","url":"\/13.1\/","edition_id":2,"permalink":0,"preferred":1}}],"structure_contents":[{"id":346904,"structure_id":49800,"section_number":"13.1-729","catch_line":"Definitions","url":"\/13.1-729\/","token":"13.1\/9\/15\/13.1-729","metadata":false},{"id":346905,"structure_id":49800,"section_number":"13.1-730","catch_line":"Right to appraisal","url":"\/13.1-730\/","token":"13.1\/9\/15\/13.1-730","metadata":false},{"id":346906,"structure_id":49800,"section_number":"13.1-731","catch_line":"Assertion of rights by nominees and beneficial owners","url":"\/13.1-731\/","token":"13.1\/9\/15\/13.1-731","metadata":false},{"id":346907,"structure_id":49800,"section_number":"13.1-732","catch_line":"Notice of appraisal rights","url":"\/13.1-732\/","token":"13.1\/9\/15\/13.1-732","metadata":false},{"id":346908,"structure_id":49800,"section_number":"13.1-733","catch_line":"Notice of intent to demand payment","url":"\/13.1-733\/","token":"13.1\/9\/15\/13.1-733","metadata":false},{"id":346909,"structure_id":49800,"section_number":"13.1-734","catch_line":"Appraisal notice and form","url":"\/13.1-734\/","token":"13.1\/9\/15\/13.1-734","metadata":false},{"id":346911,"structure_id":49800,"section_number":"13.1-735","catch_line":"Repealed","url":"\/13.1-735\/","token":"13.1\/9\/15\/13.1-735","metadata":false},{"id":346910,"structure_id":49800,"section_number":"13.1-735.1","catch_line":"Perfection of rights; right to withdraw","url":"\/13.1-735.1\/","token":"13.1\/9\/15\/13.1-735.1","metadata":false},{"id":346912,"structure_id":49800,"section_number":"13.1-736","catch_line":"Repealed","url":"\/13.1-736\/","token":"13.1\/9\/15\/13.1-736","metadata":false},{"id":346913,"structure_id":49800,"section_number":"13.1-737","catch_line":"Payment","url":"\/13.1-737\/","token":"13.1\/9\/15\/13.1-737","metadata":false},{"id":346914,"structure_id":49800,"section_number":"13.1-738","catch_line":"After-acquired shares","url":"\/13.1-738\/","token":"13.1\/9\/15\/13.1-738","metadata":false},{"id":346915,"structure_id":49800,"section_number":"13.1-739","catch_line":"Procedure if shareholder dissatisfied with payment or offer","url":"\/13.1-739\/","token":"13.1\/9\/15\/13.1-739","metadata":false},{"id":346916,"structure_id":49800,"section_number":"13.1-740","catch_line":"Court action","url":"\/13.1-740\/","token":"13.1\/9\/15\/13.1-740","metadata":false},{"id":346918,"structure_id":49800,"section_number":"13.1-741","catch_line":"Court costs and counsel fees","url":"\/13.1-741\/","token":"13.1\/9\/15\/13.1-741","metadata":false},{"id":346917,"structure_id":49800,"section_number":"13.1-741.1","catch_line":"Limitations on other remedies for fundamental transactions","url":"\/13.1-741.1\/","token":"13.1\/9\/15\/13.1-741.1","metadata":false}],"previous_section":{"id":346914,"structure_id":49800,"section_number":"13.1-738","catch_line":"After-acquired shares","url":"\/13.1-738\/","token":"13.1\/9\/15\/13.1-738","metadata":false},"next_section":{"id":346916,"structure_id":49800,"section_number":"13.1-740","catch_line":"Court action","url":"\/13.1-740\/","token":"13.1\/9\/15\/13.1-740","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-739\/","history_text":"

The record of this law\u2019s original creation isn\u2019t available online. It has been modified 8 times. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. Those modifications are as follows: in 1956, chapter 428; in 1968, chapter 733; in 1972, chapter 425; in 1975, chapter 500; in 1984, chapter 613; in 1985, chapter 522; in 2005, chapter 765<\/a>; in 2019, chapter 734<\/a>.<\/p>","references":[{"id":346913,"section_number":"13.1-737","catch_line":"Payment","order_by":null,"url":"\/13.1-737\/"},{"id":346914,"section_number":"13.1-738","catch_line":"After-acquired shares","order_by":null,"url":"\/13.1-738\/"},{"id":346916,"section_number":"13.1-740","catch_line":"Court action","order_by":null,"url":"\/13.1-740\/"},{"id":346918,"section_number":"13.1-741","catch_line":"Court costs and counsel fees","order_by":null,"url":"\/13.1-741\/"}],"refers_to":[{"id":346913,"section_number":"13.1-737","catch_line":"Payment","order_by":null,"url":"\/13.1-737\/"},{"id":346914,"section_number":"13.1-738","catch_line":"After-acquired shares","order_by":null,"url":"\/13.1-738\/"}],"permalink":{"id":1377593,"object_type":"law","relational_id":346915,"identifier":"13.1-739","token":"13.1\/9\/15\/13.1-739","url":"\/13.1-739\/","edition_id":2,"permalink":0,"preferred":1},"url":"\/13.1-739\/","token":"13.1\/9\/15\/13.1-739","dublin_core":{"Title":"Procedure if shareholder dissatisfied with payment or offer","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-739","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> A shareholder<\/span> paid pursuant to § 13.1-737<\/a> who is dissatisfied with the amount of the payment must notify the corporation<\/span>’s secretary<\/span> in writing<\/span> of that shareholder<\/span>’s estimate of the fair value<\/span> of the shares<\/span> and demand payment of that estimate plus interest<\/span>, less any payment under § 13.1-737<\/a>. A shareholder<\/span> offered payment under § 13.1-738<\/a> who is dissatisfied with that offer must reject the offer and demand payment of the shareholder<\/span>’s stated estimate of the fair value<\/span> of the shares<\/span> plus interest<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> A shareholder<\/span> who fails to notify the corporation<\/span>’s secretary<\/span> in writing<\/span> of that shareholder<\/span>’s demand to be paid the shareholder<\/span>’s stated estimate of the fair value<\/span> plus interest<\/span> under subsection A within 30 days after receiving the corporation<\/span>’s payment or offer of payment under § 13.1-737<\/a> or 13.1-738<\/a>, respectively, waives<\/span> the right to demand payment under this section and shall be entitled only to the payment made or offered pursuant to those respective sections. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nPROCEDURE IF SHAREHOLDER DISSATISFIED WITH PAYMENT OR OFFER (\u00a7 13.1-739)\n\nA. A shareholder paid pursuant to § 13.1-737 who is dissatisfied with the\namount of the payment must notify the corporation’s secretary in writing\nof that shareholder’s estimate of the fair value of the shares and demand\npayment of that estimate plus interest, less any payment under § 13.1-737.\nA shareholder offered payment under § 13.1-738 who is dissatisfied with\nthat offer must reject the offer and demand payment of the shareholder’s\nstated estimate of the fair value of the shares plus interest.\n\nB. A shareholder who fails to notify the corporation’s secretary in\nwriting of that shareholder’s demand to be paid the shareholder’s\nstated estimate of the fair value plus interest under subsection A within 30\ndays after receiving the corporation’s payment or offer of payment under\n§ 13.1-737 or 13.1-738, respectively, waives the right to demand payment\nunder this section and shall be entitled only to the payment made or offered\npursuant to those respective sections.\n\nHISTORY: Code 1950, \u00a7\u00a7 13-85, 13.1-75, 13.1-78; 1956, c. 428; 1968, c. 733;\n1972, c. 425; 1975, c. 500; 1984, c. 613; 1985, c. 522; 2005, c. 765; 2019, c.\n734.","edition":{"id":2,"name":"2026","slug":"2026","date_created":"2026-07-16 18:40:23","date_modified":"2026-08-02 15:14:36","current":1,"order_by":2,"last_import":"2026-08-02 12:37:30"}}