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The decision to remarry is not made lightly.  Marrying a second time is oftentimes very different from a first marriage.  Parties involved in a second marriage are likely to have assets and children from a prior relationship.  Recalling the time, money and emotional energy spent during a divorce, friends and advisors might mention a prenuptial agreement.  A well-drafted prenuptial agreement can protect these hard-earned valuables.

Is a prenuptial agreement right for you?   It is if you want to avoid the aggravation and expense of litigating your future.  Protect yourself.

A prenuptial agreement is a contract between persons who plan to marry.  The agreement addresses how property is to be divided or the terms of support/alimony in the event of a divorce or the death of one of the parties.  Executing an agreement before being married in order to address what will occur in the event of divorce is not romantic, but it is smart. 

What can be expected?  What needs to be done?

Once it is decided that a prenuptial agreement is appropriate, the first step is to contact an attorney well in advance of a wedding date.  Presenting a prenuptial agreement to one’s fiancée on the eve of a wedding adds unnecessary pressure to an already stressful time.

Anticipate providing your attorney documentation of current assets, liabilities and sources of income.  To ensure that an agreement's validity cannot be challenged at later date, the parties must disclose their current financial status.  Prepare an outline of assets and liabilities and bring recent tax returns to your meeting to help make the process easier.

Reprinted with permission from the August 19, 2016 issue of The Legal Intelligencer. (c) 2016 ALM Media Properties. Further duplication without permission is prohibited.

The rights of shareholders to dissent to corporate actions are set forth in PA C.S.A. §1571 et seq., the Pennsylvania Business Corporation Law. Dissenters who comply with the formalities of the statute have the right to demand payment for the fair value of their stock interest at the time of the corporate action giving rise to the right to dissent – provided the corporate goes through with that action. Since a shareholder in a publicly traded company can simply sell his shares if he disagrees with a proposed corporate action, dissenters’ rights do not apply to such corporations.

What triggers dissenters’ rights?
The corporate actions giving rise to dissenter’s rights are specified in the BCL and generally involve fundamental changes to the entity, such as a merger or a change in voting rights.   When the corporation proposes to undertake such a change, a specific procedure must be followed by the dissenting shareholder.

Dissenters need not necessarily assert their dissenters’ rights to all of their shares. They must, however, assert those rights as to “all the shares of the same class or series beneficially owned by any one person.” Beneficial owners of shares should have the written consent of the record holder of the shares.  15 PA C.S.A. §1573.

Dissenters must file their dissent with the corporation prior to the vote on the proposed corporate action. The dissent must be in writing and must include a demand for payment of the “fair value for his shares” if the corporation adopts the proposed action.  Merely abstaining or voting against the change is not sufficient to invoke dissenters’ rights. Once invoked, to preserve dissenters’ rights, the shareholder cannot change the beneficial ownership of the shares while the vote is pending, nor can he vote in favor of the proposed action.

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