In re Jackson
Court of Chancery of Delaware
Petition by a Stockholder of a Corporation for the Summarily Ordering of an Election of a Board of Directors. The petition alleged that the National Lumber Vulcanizing Corporation, after its incorporation under the general corporation law of this State, adopted by-laws, Article IV of which provides, as follows: "Section 1. The Annual Meetings of Stockholders shall be held after the year 1909 on the first Monday of March in each year, at eleven o’clock in the forenoon, when a…
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Petition by a Stockholder of a Corporation for the Summarily Ordering of an Election of a Board of Directors. The petition alleged that the National Lumber Vulcanizing Corporation, after its incorporation under the general corporation law of this State, adopted by-laws, Article IV of which provides, as follows: "Section 1. The Annual Meetings of Stockholders shall be held after the year 1909 on the first Monday of March in each year, at eleven o’clock in the forenoon, when a Board of Directors for the ensuing year shall be elected. * * * “See. 2. A majority in amount of the common stock…
1Opinion of the Court
The Chancellor:
The petition in this cause is presented *282to the Chancellor under the provisions of section 31 of the general corporation law of this State, which is as follows:
“If the election for directors of any corporation shall not be held on the day designated by the by-laws, the directors shall cause the election to be held as soon thereafter as conveniently may be; no failure to elect directors at the designated time shall work any forfeiture or dissolution of the corporation, but the Chancellor may summarily order an election to be held upon the application of any stockholder, and may…
2Cited by2 opinions
- Tweedy, Browne & Knapp v. Cambridge Fund, Inc.Court of Chancery of Delaware · 1974
- Schultz v. Commonwealth Mortgage Co.Court of Chancery of Delaware · 1919