Nature of the Case
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Facts
Charland (P) was a minority shareholder in a closely held corporation that operated a 147-acre golf course. P was a 15% owner of D's stock and filed a complaint asking that D be dissolved. P charged one of the officers with engaging in illegal activities. After filing its answer, D elected to purchase P's shares pursuant to Rhode Island law; section 7-1.1-90.1. P and D did not reach an agreement on fair market value, and the court then appointed an appraiser. The report that was eventually issued noted the inherent difficulties in evaluating the value of the corporate assets. The appraiser concluded that a minority discount would be applicable to determining the fair market value of P's shares and then came up with a higher and lower share value. The court accepted the higher value of $139,095.73. The appraiser discounted the actual value by 15 percent and the fact that the course was sold for $2 million in 1988. P appealed but failed to provide a complete transcript, so the appeals court limited its review of whether P got fair value.
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