Mayer v. Adams

Southerland, Chief Justice:

The case concerns Rule 23(b) of the Rules of the Court of Chancery, Del.C.Ann. relating to stockholders’ derivative suits. The second sentence of paragraph (b) provides :

“The complaint shall also' set forth with particularity the efforts of the plaintiff to secure from the managing directors or trustees and, if necessary, from the shareholders such action as he desires, and the reasons for his failure to obtain such action or the reasons for not making such effort.”

The question is:

Under what circumstance is a preliminary demand on shareholders necessary?

Plaintiff is…