The rights of shareholders are profoundly impacted whenever two or more joint-stock companies merge. There is a possibility that several company shareholders, who are considered to be minority shareholders, may disagree with the company's merging. These shareholders will still participate in the extraordinary general meeting but will not vote in favor of the merger. The shareholders who were opposed to the merger and did not vote in favor of it would get an amount from their company as the value of the shares they lose as a result of the merger if the merger is approved at the extraordinary general meeting. This group of shareholders can assert that the amount given to them is not the intrinsic value of their shares in the company, so they have experienced losses and that their rights have been infringed. In the American legal system, lawsuits for the right of appraisal and breach of fiduciary duty have been anticipated to protect dissenting shareholders. According to these lawsuits, dissenting shareholders can go to court and demand damages if they believe they have been wronged in some way. The present study was conducted by using a descriptive-analytical methodology, and the required data were gathered in libraries. The following question has been answered in the current study: Can a lawsuit similar to the Americans be predicted in the Iranian legal system regarding the issue? It was found that in Iran's legal system, litigation akin to the right of appraisal lawsuit and the breach of fiduciary duty lawsuit can be anticipated so that the minority shareholders who are opposed to the merger can pursue damages due to the absence of a legal framework to protect them.
