New Jersey Article 13 — Dissenters' Rights provides legal protection for minority shareholders who dissent from certain corporate actions. This article outlines the rights and options available to dissenting shareholders in New Jersey and safeguards their interests in corporate decision-making processes. Under New Jersey corporate law, dissenters' rights generally apply to specific transactions, such as amendments to the company's certificate of incorporation, mergers, consolidations, and sales of substantially all the company's assets. The purpose of these rights is to ensure that dissenting shareholders are treated fairly and have an opportunity to receive fair value for their shares when they disagree with a major corporate action. One type of New Jersey Article 13 — Dissenters' Rights refers to the appraisal rights available to dissenting shareholders. Appraisal rights allow shareholders to dissent from a proposed corporate action and demand a fair value for their shares. This means that instead of accepting the terms of the proposed action, dissenting shareholders have the option to have an independent valuation of their shares and receive monetary compensation equivalent to the fair value of their shares. Another important aspect of New Jersey Article 13 — Dissenters' Rights is the procedure for asserting these rights. Shareholders must comply with specific notice and filing requirements to exercise their dissenters' rights effectively. This includes notifying the company of their intent to dissent, and often involves filing a written statement of dissent with the appropriate corporate authorities within a specified time frame. To protect minority shareholders, New Jersey Article 13 also provides remedies in case of unfair treatment. If the dissenting shareholder believes that the value offered for their shares is inadequate or the company has not followed the proper procedure, they can seek legal action to challenge the valuation or the proposed action. Furthermore, New Jersey Article 13 — Dissenters' Rights aims to prevent shareholders from being forced to retain ownership in a company against their will. By providing dissenters with an avenue to exit the company and receive fair value for their shares, this article encourages a fair and equitable corporate environment. In summary, New Jersey Article 13 — Dissenters' Rights safeguards minority shareholders' interests by offering them the ability to dissent from major corporate actions and receive fair compensation for their shares. This protection ensures that all shareholders have a voice in corporate decision-making and can safeguard their investments when they disagree with specific transactions.