Section 238 of the Cayman Islands Companies Act (2022 Revision)
(the Act), provides a mechanism by which
shareholders in Cayman Islands companies are able to dissent from
mergers and consolidations, and have the "fair value" of
their shares determined by the Grand Court of the Cayman
Islands.
As we begin 2022, it is helpful to take stock of the current
appraisal landscape in this relatively new, but rapidly evolving,
area of law. In particular, there have been a number of interesting
developments since our initial overview was published in
2020. This article provides an update on these advancements and
considers what the future may hold.
Recent outcomes
Soon after the overview was published, the Grand Court
(Court) delivered its substantive judgment in
Nord Anglia. 1 In ordering a 16% uplift on the
merger price, the Court applied a blended 60% weighting to the deal
price and 40% to a discounted cash flow (DCF)
analysis. Importantly, no weight was given to the
