Delaware vs Nevada vs Wyoming
In general, as a basic principle of corporate governance, the directors (not the shareholders) control the decision to set the valuation and sell the company (subject to any preemptive rights the shareholders may have).
I imagine this is true in Nevada and Wyoming as well, but I'm not sure. One also needs to distinguish valuation of equity from valuation of options which a director can no longer set independently. These days, valuation of options is set by the relatively new IRS mandate for a '409a valuation process'.
I hope that answer helps.