Delaware Code

6 Del. C. § 18-210 (2026)

No statutory appraisal rights

✓ current as of May 2026
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Unless otherwise provided in a limited liability company agreement or an agreement of merger or consolidation or a plan of merger or a plan of division, no appraisal rights shall be available with respect to a limited liability company interest or another interest in a limited liability company, including in connection with any amendment of a limited liability company agreement, any merger or consolidation in which the limited liability company or a registered series of the limited liability company is a constituent party to the merger or consolidation, any division of the limited liability company, any conversion of the limited liability company to another business form, any conversion of a protected series of the limited liability company to a registered series of such limited liability company, any conversion of a registered series of the limited liability company to a protected series of such limited liability company, any transfer to or domestication or continuance in any jurisdiction by the limited liability company, or the sale of all or substantially all of the limited liability company’s assets. The Court of Chancery shall have jurisdiction to hear and determine any matter relating to any appraisal rights provided in a limited liability company agreement or an agreement of merger or consolidation or a plan of merger or a plan of division.

69 Del. Laws, c. 260, §  1473 Del. Laws, c. 295, §  676 Del. Laws, c. 105, §  1977 Del. Laws, c. 287, §  1782 Del. Laws, c. 48, § 682 Del. Laws, c. 259, § 5
Notes of Decisions
Cited in 1 case (1 in the last 5 years), 2025–2025 · leading case: PXP Producing Co. LLC v. MitEnergy Upstream LLC (Del. Ch. 2025).
PXP Producing Co. LLC v. MitEnergy Upstream LLC (Del. Ch. 2025). “§ 18-607 (setting forth limitations on distribution outside of the winding up process); 6 Del. C. § 18-210 (suggesting a limited liability company may consummate “sale of all or substantially all of [its] assets”).”
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