(a) The court in a proceeding commenced under Section 33-18-160 shall determine the total costs of the proceeding, including the reasonable compensation and expenses of appraisers appointed by the court and of counsel and experts employed by the parties. Except as provided in subsection (b), the court shall assess these costs equally against the corporation and the party exercising the compulsory purchase right.
(b) The court may assess all or a portion of the total costs of the proceeding:
(1) against the person exercising the compulsory purchase right if the court finds that the fair value of the shares does not substantially exceed the corporation's last purchase offer made before commencement of the proceeding and that the person's failure to accept the offer was arbitrary, vexatious, or otherwise not in good faith; or
(2) against the corporation if the court finds that the fair value of the shares substantially exceeds the corporation's last sale offer made before commencement of the proceeding and that the offer was arbitrary, vexatious, or otherwise not made in good faith.
HISTORY: 1988 Act No. 444, Section 2.
Structure South Carolina Code of Laws
Title 33 - Corporations, Partnerships and Associations
Chapter 18 - Statutory Close Corporation Supplement
Section 33-18-101. Short title.
Section 33-18-102. Application of Business Corporation Act and Professional Corporation Supplement.
Section 33-18-103. Definition and election of statutory close corporation status.
Section 33-18-109. Notice of statutory close corporation status on issued shares.
Section 33-18-110. Share transfer prohibition.
Section 33-18-120. Share transfer after first refusal by corporation.
Section 33-18-130. Attempted share transfer in breach of prohibition.
Section 33-18-140. Compulsory purchase of shares after death of shareholder.
Section 33-18-150. Exercise of compulsory purchase right.
Section 33-18-160. Court action to compel purchase.
Section 33-18-170. Court costs and other expenses.
Section 33-18-200. Shareholder agreements.
Section 33-18-210. Elimination of board of directors.
Section 33-18-230. Annual meeting.
Section 33-18-240. Execution of document in more than one capacity.
Section 33-18-250. Limited liability.
Section 33-18-300. Merger, share exchange, and sale of assets.
Section 33-18-310. Termination of statutory close corporation status.
Section 33-18-320. Effect of termination of statutory close corporation status.
Section 33-18-330. Shareholder option to dissolve corporation.
Section 33-18-400. Court action to protect shareholders.
Section 33-18-410. Ordinary relief.
Section 33-18-420. Extraordinary relief: share purchase.