On Jan. 28, 2021, the Indiana Supreme Court affirmed freedom of contract principles and upheld discounts of over thirty percent in the fair market valuation of shares in a dispute over the buyback provision in a shareholder agreement among all of the shareholders of a closely held company. In a recent case, the Supreme Court unanimously held that the plain language of the shareholder agreement contemplated the fair market valuation of the selling shareholder’s shares and that a third-party appraiser could apply minority and marketability discounts in the valuation of those shares. The Supreme Court rejected the plaintiff’s claims that the discounts should not have been applied.