The Statutory Right to Purchase Shareholder Stock in the Dissolution of a Close Corporation
In Bartenfelder v. Bartenfelder, 248 Md. App. 213 (2020), the Court of Special Appeals considered whether a complaint by a stockholder in a close corporation seeking the appointment of a receiver triggers the right of another stockholder to purchase the complainant’s stock in the company under § 4-603(a) of the Corporations and Associations Article (“CA”) of the Maryland Code. The Court held that “in the absence of a petition for dissolution, the request for a receiver does not trigger the statutory purchase right.” Id. at 219. In other words, the purchase right in CA § 4-603(a) applies only in the context of a dissolution proceeding.
The Facts and Procedural History