5.3.3.3 Costs and fees of the appraisal

It is the norm today that, barring exceptional circumstances, the costs of the appraisal are assessed against the corporation. Courts can apportion attorney's fees and expenses of experts as they deem equitable.1 Costs and fees are mainly against the petitioner if the petitioner acts arbitrarily, vexatiously, or not in good faith.2 The discretionary nature of costs and attorney fees tends to increase incentives among the parties to act in good faith and settle the disagreement without a judicial appraisa1.3 No principles on the allocation of costs and fees are stipulated in Article 75. I recommend here that the value of the rules in the RMBCA on this matter should be acknowledged. The cost are mainly against the company if the shareholders have not acted arbitrarily.