Rothman & Schneider, Inc. v. Beckerman

The plaintiff is a close corporation all the stock of which is owned in equal shares by Isidor Rothman and William Schneider, who together organized it. For about fifteen years it has been engaged in the business of manufacture and sale of gold synthetic and semiprecious stone rings. Rothman holds the office of president; Schneider the office of secretary-treasurer. These two men and their wives are the only directors.

It is factually undisputed in the record before us, and established by affidavit, that it was the corporate custom not to hold director’s meetings during many years of the life…