The Trapp Family Lodge, Inc. (TFL), was incorporated in 1962 as a holding company for certain assets of the Von Trapp family, including the Trapp Family Lodge, a resort hotel in Stowe, Vermont, and other assets, including certain royalty rights related to the family’s story as portrayed in a Broadway musical and movie, The Sound of Music. A majority of TFL shareholders approved a merger with a new corporation in 1994, and the merger took place on January 28, 1995. The dissenting shareholders, holding 75,629 of the corporation’s 198,000 outstanding shares, were paid $33.84 per share as fair value by the TFL board of directors. The dissenting shareholders brought suit seeking a higher price as fair value. After the trial court set the fair value of $63.44, TFL appealed.
What are the rights of dissenting shareholders who object to a merger?