 |
 |
|
|
|
|
|
|
|
| | | |
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
1
.
INC. COMPLAINT
|
EXTRACTED KEY WORDS
DELAWARE DAVID MEETING SHEMWELL COURT DIRECTORS BY-LAWS ANNUAL MEETING PLAINTIFF COMPLAINT RELIEF DEL REDMOND WASHINGTON SHAREHOLDERS ELECTION ACCORDANCE CORPORATE BYLAWS PRIOR FILING WHEREFORE SHEMWELL RESPECTFULLY REQUESTS COURT SUMMARILY ORDER COURT GRANT COUNSEL ANTCZAK DRINKER BIDDLE REATH LLP PHILADELPHIA |
IN THE COURT OF CHANCERY FOR THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY I
DAVID M. SHEMWELL, Ph.D., :: CIVIL
Plaintiff,
FALCON MEDICAL, INC., ::
Defendant. : i '.
:
COMPLAINT FOR RELIEF PURSUANT TO 8 DEL. CODE § 211
David M. Shemwell, by and through his undersigned
attorneys, hereby alleges as follows:
1. Defendant Falcon Medical, Inc. (ItFalcon") is a
corporation organized and existing under the laws of Delaware.
Its purpose is to develop intellectual property. Its registered
office for service of process in Delaware is 802 West Street,
Wilmington, Delaware 19801, and its registered agent at such
address is Inc. Plan (USA).
2. Plaintiff David M. Shemwell owns fifty percent of
the issued and outstanding shares of Falcon He is also a Vice
President and one of three directors of Falcon.
3. The By-laws of Falcon require an annual meeting to
be held on March 1 of every year in the Redmond, Washington
offices of Falcon. See Exhibit A attached hereto (Corporate By-
laws of Falcon Medical, Inc., Article III).
4. No notice has been given of a meeting, and no
meeting was convened -- as required by the By-laws -- on March 1,
1998.
5. No properly noticed and convened annual
shareholders meeting for the election of directors has been held
for more than thirteen months prior to the filing of this
Complaint.
WHEREFORE, in accordance with Title 8, section 211(c)
of the Delaware Code Annotated (8 Del. Code § 211(c) ), David M.
Shemwell respectfully requests that this Court summarily order
that an annual meeting of Falcon's shareholders be held in
Redmond, Washington, in accordance with Falcon's By-laws, for the
election of directors of Falcon, and that the Court grant such
other and further relief as may be equitable and just.
Dated: March 13
-, 1998 /d+ 'A%
SNIPPETS:
|
|
|
| | | |
|
|
