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Corporations Keyed to Hazen
Schnell v. Chris-Craft Industries, Inc.
Citation:
285 A.2d 437 (Del. 1971)Facts
Plaintiffs, who are stockholders of the defendant, seek a injunction against the carrying out by such corporation of a change in the date of its annual meeting of stockholders which was accomplished by an amendment to its bylaws adopted at a directors’ meeting held on October 18, 1971. Plaintiffs and other dissident stockholders are dissatisfied with defendant’s recent business performance. Thus, they have embarked on a proxy contest against present management with the purpose in mind of electing new directors and installing new management at Chris-Craft. Plaintiffs pray for the entry of a injunction enjoining the convening of the annual meeting of stockholders of Chris-Craft as now scheduled for December 8, 1971 on the ground that the change in defendant’s bylaws made on October 18, 1971 was improperly accomplished and constitutes a manipulation of corporate machinery solely to insure that present management may be perpetuated in office to Chris-Craft’s detriment.
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