TREADSTONE LAW · ONTARIO · DIGITAL LEGAL SERVICES · EST. MMXXI ·TSL
Learn/Ask a Lawyer/Buying & Selling a Business/Can a minority shareholder…
Buying & Selling a Business

Can a minority shareholder demand their own valuation before agreeing to sell?

TSL Written by the Treadstone Law team· Updated August 2026

A minority shareholder generally can't unilaterally require the corporation to commission a valuation just because they ask for one, but nothing stops them from obtaining their own independent valuation at their own initiative and expense before deciding whether to agree to a proposed sale. Doing so is often sensible if a minority shareholder is uncertain whether an offered price reflects fair value, since it gives them an informed basis for negotiating, voting against the transaction, or raising concerns through Ontario's oppression remedy under the Business Corporations Act if the facts support it.

What a minority shareholder is generally entitled to as of right is access to relevant corporate financial information needed to make an informed decision as a shareholder, which is a different and more limited thing than being able to force the company to pay for an independent appraisal on their behalf. If the numbers being presented don't add up, getting independent advice early is usually worth the cost.

Key takeaways

  • A minority shareholder cannot force the company to commission a valuation on their behalf.
  • Nothing stops a minority shareholder from obtaining their own independent valuation.
  • Shareholders are generally entitled to relevant financial information to make an informed decision.
  • An independent valuation supports negotiation, voting choices, or a possible oppression claim.
This is general information, not legal advice. It doesn’t create a lawyer–client relationship, and the rules can change. For advice on your situation, a Treadstone business lawyer can help.
Was this helpful?Share:

Go deeper

Still have questions?

Search 6,000 answers, or send yours to a Treadstone lawyer — we answer in plain language.

All answersStart a File →