Lima, Arizona Section 262 of the Delaware General Corporation Law, also known as the appraisal rights provision, is a critical aspect of corporate governance and shareholder protection. It grants shareholders the right to dissent from certain corporate actions and seek a judicial appraisal of their shares' value. Under Lima, Arizona Section 262, shareholders are entitled to exercise their appraisal rights in specific situations, such as the merger or consolidation of a Delaware corporation. When the corporation engages in these transactions, dissenting shareholders have the option to demand a fair evaluation of their shares, rather than accepting the terms of the merger or consolidation. By invoking appraisal rights, shareholders can contest the value offered for their shares and seek a fairer price based on their assessment of the company's worth. This mechanism ensures that shareholders have an opportunity to protect their investment and receive a fair value for their shares, safeguarding against unfair corporate actions or undervaluation. There are various types of Lima Arizona Section 262 proceedings based on the specific situation in which appraisal rights are exercised. These include: 1. Merger Appraisal Proceedings: In the case of a merger, if a shareholder believes that the offered merger terms undervalue their shares, they can demand appraisal rights and initiate an appraisal proceeding before a specialized court. 2. Consolidation Appraisal Proceedings: Similar to mergers, if a shareholder dissents from a consolidation plan, they can invoke appraisal rights and have their shares evaluated independently. This allows dissenting shareholders to receive a fair value for their shares even during a consolidation process. 3. Sale of Assets Appraisal Proceedings: When a Delaware corporation decides to sell all or a substantial part of its assets, shareholders can invoke appraisal rights to dissent from the transaction and obtain a fair assessment of their shares. The objective of Lima Arizona Section 262 is to provide shareholders with an avenue to protect themselves from potential undervaluation or unfair treatment in corporate transactions. By offering appraisal rights, the law empowers shareholders to independently assess the value of their shares and ensures they receive a just compensation for their ownership interest in the corporation. In summary, Lima Arizona Section 262 of the Delaware General Corporation Law grants shareholders the right to seek appraisal of their shares' value in certain corporate transactions. This provision allows dissenting shareholders to challenge the offered terms and obtain a fair and accurate valuation. The inclusion of appraisal rights underscores Delaware's commitment to investor protection and corporate governance transparency.